The Radical Spiderman
by Autistic-Grizzly
Summary: While on a field trip young Peter Parker was bitten by a radioactive spider granting him superpowers, but along with those powers came a great responsibility, but none no one has under taken with various friends to help along the way in fight dangerous foes from technology enhanced thieves to genetically mutated psychopaths, young Peter must keep it safe as the Radical Spider-Man!
1. Responsible Origins part 1

_What if I told there are multiple worlds out there where Spiderman exists, various worlds with various Peter Parkers, but what if I told you of a world with a Peter Parker who's world was radically different from the one you knew? Well sit down in the comfiest seat you can find, grab a drink maybe a hot dog or some popcorn, put down the video game, social media, whatever; yes even that! And prepare to listen to an epic tale, and how do I know this tale you ask, well its simple. Its mine!_

* * *

Peter Parker was what one would call average, average height, average brown hair, average teenager problems. The only thing that wasn't average for him was his intelligence which was pretty high, he was one of the smartest people at his school which happened to get Peter noticed for the wrong reasons, namely he was bullied a lot, but he stuck at it and tried not to give the bullies an edge of him, as well as he's group of friends which were mainly science and engineering focused. Peter looked sky ward smiling at the blue sky right before a football shot into his range of focus

"Oh man" he said before he caught the football and landed on his back, and while he was smart, Pete was below average in upper body strength

"Nice catch Puny Parker" a voice said

"You're welcome Eugene" Peter said throwing the ball back to Eugene 'Flash' Thompson who was the captain of the Football team at their high school

"Whatever dork" Flash said helping Peter up after checking the coast is clear

"Are you ever going to act friendly with me in public"

"What do you think dork" Flash cackled before walking off, over to where a stunning redhead stood. That was Peter's next door neighbour and crush Mary Jane Watson who was currently dating Flash

"Strike out again hey pal?" a smooth voice said as a kid Peter's age with brown slicked back hair laughed at him

"Shut up Harry" Peter snapped as Harry just ruffled Pete's hair as the two walked off to class.

* * *

When they got to homeroom they saw their group of friends which consisted of Amadeus Cho, Gwen Stacy, Cindy Moon, Ned Leeds, Anya Corazon and Oliver Osnick sitting at a table looking at a laptop screen

"What's up?" Peter asked sitting down next to his friend Amadeus

"Venom showed up again, man that guy is good" Amadeus said, the rest of Peter's friends nodded.

"And the cop's haven't gone after him for some reason" Gwen said as she kissed Harry, the two had been dating for awhile

"So does anyone know who he is?" Peter asked

"Not yet" Ned said "Oh by the way, saw that awesome spill out of the football field" Ned said

"Geez thanks" Peter griped

"Come on Pete look up; we're going to that science thing tomorrow" Anya said

"Oh yeah, I heard Prof Banner and Dr Connors is going to be there" Peter said

"Banner, that's surprising no one's seen the guy in ages" Harry said

"I wonder why" Peter said as the bell rang

* * *

"This is going to be dangerous, you seriously can't be doing this" Banner said

"I agree with Bruce here" Dr Connors said

"I don't care, I am funding this project and since we have students coming, I think it would be interesting to show them this new plan" their benefactor walked off

"Curt, you and I both know this is dangerous, he's messing with something only one man was able to make, and who knows what will happen, he's messing with a type of energy that no knows about" Bruce said

"I know, I know but there's nothing we can do. You know he has been commissioned into trying to make that again" Curt said

"But why the Spider DNA, is there something in that which will help me unlock it?" Banner asked

"I don't know, all I know is that as long as we're here we can at least try and lessen the damage" Connors said walking off

"I hope you're right, because I would hate for the other guy to get involved" Banner said

* * *

"The New York Science Expo, man I never thought we would be here" Peter said

"Okay guys, you know what to do" Anya said as the group put their phones into the middle of a circle and pressed a button "Group messengers are synced up, so we can tell each where we are in case we're late or lost"

"Good idea" Gwen said as the group broke up, Peter was smiling as he looked around at all the new innovations and invention when he heard a whistle before a camera bag was placed in his arms

"Hey kiddo, sorry to shanghai your class trip, but I need a photographer and you're here" a man in a navy blue button down shirt, brown trousers and could be described as a rock star reporter

"Oh hi Eddie" Peter said placing the camera bag over his should and taking out the digital camera and took a few test pictures "So what does JJ want us to do?" he asked

"Just take pictures of the exhibits here, he wants me to write up a general over view about it and who was here" Eddie said. Edward Brock had been with the Bugle for five years after his work with as a reporter in San Francisco returning to his roots in New York and turning into a journalist for the Daily Bugle, where he met Peter and took him under his wing to help him become a reporter in the future, but he also knew of Peter's love of science and technology. So he sort of guided him to that type of reporting but for now Peter was technically an intern/junior photographer.

"Sounds easy enough" Peter said

"Great, I'll put in with Robbie that you get some overtime since you're on a school trip" Eddie laughed.

* * *

Soon the two were looking around the exhibits ranging from new inventions to breakthrough research, Peter was able to get some good shots

"Enjoying your time here?" a man said to Peter

"Yeah I am...You're Bruce Banner!" Peter said

"Yes I am" Bruce said shaking Peter's hand "You look familiar"

"Yeah, people say I take after my father" Peter said "Oh my name's Peter by the way, Peter Parker"

"Parker, Parker, OH! you're Richard's son" Bruce said smiling fondly

"You knew my dad?" Peter asked

"Yeah, I did. He helped me out on some of my work; it was terrible what happened to him" Bruce said

"I wouldn't know. I haven't been told anything" Peter said

"I see, I'm sorry to hear that" Bruce said as he's watch beeped "Oh, I'm sorry I've got a panel coming up soon that I have to prepare for, I hope to see you there" Bruce said smiling

"No, it's alright, I hope to see it" Peter said as Bruce walked off.

'I hope you find out the truth one day Mr Parker' Bruce thought before seeing a frazzled Curt Connors "What's wrong?"

"One of them escaped, I haven't been able to find it" Connors said

"Not good, was it placed through the machine?" Bruce said

"I think it was" Connors said "But luckily, or unluckily it was the only one to have survived"

"Okay, look for it but be subtle about it okay?" Bruce asked

"Yeah sure" Connors said

* * *

"This is incredible' Peter said taking photos of the latest invention at the Oscorp section

"It's just a Energy Particle Accelerator" Harry said bored "Said to be the same effects as radiation based energy without the harmful radiation" he said rolling his eyes

"That's what makes it more incredible" Peter said

"Come on man, Stark Industries has it patented Repulsor wave technology and this is what you're more excited about?" Harry asked

"I mean sure that's cool and all, but this is cutting edge technology" Peter said

"What if I told you Stark Industries was working on Bleeding Edge technology" a voice said making the two teens turn around to see on and the biggest names in the tech industry: Tony Stark

"Mr Stark?" Harry asked

"Good to see you master Osborn" Stark said "And who is this?"

"Oh I'm Peter Parker, I work at the Daily Bugle" Peter said

"I see, good to meet you, so you know a few things about science huh?" Stark asked "What's yoru area?" he asked

"I'm mostly into chemistry but I have dabbled with most of the other areas" Peter said

"Interesting, well is it good to see that there are people like you two out and about the place" Stark said slapping Peter on the shoulder before walking off. Harry was uneased by Stark, something about what he was doing here. Was he looking to commit sabotage or was it something else?

"Come on, Dr Connor's presentation is about to start" Peter said

* * *

The science group managed to gather for Dr Connors' panel on theoretical biological engineering and stuff like CRISPR and Cross Genetics, Peter was paying attention to the lecture at hand, when he was thinking he had glimpsed the formula from somewhere, but he couldn't remember where, when he felt a sharp prick in the back of his neck, Peter thought it was just a normal bug, none aware it was actually a genetically engineered spider that had escaped from the Oscorp area, the same spider Dr Banner and Dr Connors were subtly searching ofr. It had escaped into the rigging of the lights before spinning a web and descending onto the backpack of a passerby, where it bided its time until the human's guard was down, where it would strike and then wonder off. What the spider didn't know was that it was a delivery system from an experiment and meant to die after it struck its target. Once the show was over, Peter looked around for the bug but didn't find it as the spider had curled up and died. Once the students had gone Connors walked by and the wind from his footsteps revealed the dead spider, Connors gained a look of horror on his face

"Oh no" he gasped as he picked the spider up in a tissue and stuffed it into his pocket.

* * *

Peter was started to feel tired as the expo wound down

"Hey kid you okay?" Eddie asked

"Yeah, just tired" Peter said

"Okay, just as long as that's what it is and not you're getting sick" Eddie said as a police siren was heard making the two look over as an older police officer got out of the car and walked over to Peter and Eddie. "Ah, Sergeant Parker, how nice to see you again"

"Same here Edward" he said "Hey kiddo, have a good day?"

"Sure thing Uncle Ben" Peter said

"Hey Pete, I'll talk with Jameson about today" Eddie said

"Thanks man" Peter said as he and his uncle got into the police cruiser.

"Oh by the way, Jefferson said hello" Ben said

"Tell I said hello back next time you see him" Peter said as he enjoyed the ride home with his uncle.

* * *

That night Peter went to bed early to try rid of the tiredness, unaware that the spider bite was enhancing his body by adding various aspects of the spider that bit him, during the night while he was sleeping he had a flashback like dream of a place he had never seen before, hidden away in an abandoned place with only two words being able to be read: _Parker Laboratories!_ After that dream Peter woke up panting

"What was that, Parker Laboratories. Did dad have a lab somewhere?" Peter asked confused.

* * *

**G'day Guys Grizz here with a new Marvel fic with a character I haven't done a solo series for in 7 years and it was a crossover, but here we are with my take on the Spider-Man mythos which I want to fit in with my X-Men days of Future Shadows fic. Anyway this will not be you typical series. **

**This series will be a nice long one and one I've been wanting to do for ages which will be very different from what has been done before and figures since Spider-Man Far from Home is out soon I would make it now, so over the next week or so you'll get the four 'origin' chapter before it might become a weekly series **

**So until next time I'll catch you on the flipside**


	2. Responsible Origins part 2

After the dream Peter had last night he woke up panting

"What was that, Parker Laboratories. Did dad have a lab somewhere?" Peter asked confused before noticing something, he reached for his glasses and placed them on, noticing it was blurry. "that's weird" he said as he stood up and looked in the mirror noticing he had gone from the physique of a geek to that of a fighter of some kind. He wasn't too bulky but he wasn't skinny as he used to be either. "What the heck?" he asked

"Peter, Breakfast is ready" a voice cried out

"Coming Aunt May" Peter shouted back down as he pulled on a shirt while grabbing an over shirt. He reached over to grab his bag before he noticed something, a spider a made a web on his window, he shook his head and walked off.

* * *

"Morning Peter" Aunt May said as she turned

"Morning Aunt May, Uncle Ben go in already?" Peter asked

"Yes, Officer Davis picked him up, there was a bit of a crisis from what I heard" Aunt May said

"nothing major I hope" Peter said

"Not quite" May said as she placed some pancakes down in front of her nephew, who frowned before turning to his aunt

"Hey Aunt May have you heard of something called Parker Laboratories?" Peter asked

"It doesn't ring a bell" May said after thinking about it for awhile

"Oh okay, well I better be off" Peter said finishing his breakfast, what he missed was the concerned

"I just hope it's not like the situation with his father" May said looking a bit worried

* * *

"So what is Parker Laboratories, maybe someone else knows about what it is" Peter said leaning on a wall waiting for the bus, he checked he watched and noticed it was about five minutes until the bus got there, so he pushed off of the wall with his hand, only to be stopped, he frowned and tried again meeting the same result. So he put his foot on the wall and pulled before try and pry the hand off the wall only for his foot to be stuck as well, so he added his other foot and succeeded in prying his hand off the wall, only to be standing sideways on the wall "Huh?" he asked before falling on his side "Ow"

"You alright man?" Anya said rushing over to him

"Yeah, thought I could stand on a wall, maximum time 5 seconds" Peter groaned before straightening up hissing in pain as he did so

"You sure you're alright man?" Anya asked

"Yeah yeah just a slight bruise" Peter said as Anya helped him onto the bus and then into a seat

* * *

"Defying gravity?" Harry asked dragging a mat against the wall

"Yep" Peter said "It came to me in a dream" he said as he ran at the wall and tried to run, took two steps up it before he fell onto the mat "How long was that?"

"three seconds" Harry said

"Great" Peter said

"Well at least you tried, oh by the way head's up" Harry said as a football was thrown they way.

"Goodie" Peter said before he felt a buzzing sensation before he grabbed the football midair. The two looked at each other and back to the ball. "Well that's new"

"Yeah, you okay man?" Harry asked

"Never better" Peter said throwing the football back, and having it zoom past the team and imbedded into a tree

"What have you been doing?" Harry asked shocked

"I have no idea" Peter said

* * *

"Okay so let's do this" Peter said jumping up onto the wall and slapped his hand on there and he was stuck there. He then relaxed his hand and dropped. "That's how that works, I wonder how hard I can get?" Peter mused as he walked over to the wall and jumped again, with two hands on the wall, then he brought up his feet and started to climb up the wall, "Don't look down, Don't look down, Don't look down, Don't look down and I looked down, crap" Peter said as he felt himself start to slide down the wall a bit before focusing on his hands again before climbing up the wall again, reaching the roof Peter looked down "That has to be a hundred meters easily" he said smiling. "But does the surface of what I'm coming on affect my grip, plus how long does it stick for, and one last question what about sticking to a roof?" he asked himself before spending the rest of the day figuring out how to test these new abilities he seemingly gained out of nowhere. But the fact he started having dreams of something called Parker Laboratories while gaining new power was no mere coincidence to him, so he needed to find out what Parker Laboratories was and where it was located.

* * *

"I don't think I've heard of something like that and I know all of the tech companies. I don't know about one named after you, have you asked your guardians?" Harry asked

"yeah I did, but Aunt May didn't know anything about" Peter said

"About what?" Gwen asked sitting down

"Parker Laboratories, have you heard of it Gwen?" Harry asked

"You know, I think my dad did an investigation into it, but it turned out to be nothing in particular" Gwen said

"Is it even real?" Cindy asked

"I don't know, all I know is that it is driving me crazy to find out what it is" Peter said

"Why not search the internet for it?" Ned asked as he pulled up an internet search engine before typing in what Peter was looking for "We got a hit"

"What is it?" Peter asked

"it is apparently a SHIELD funded civilian science and technology based lab run by Prof Richard Parker and his wife Dr Mary Parker" Ned said

"My parents worked for SHIELD?" Peter asked

"Okay, so what does that mean?" Harry asked

"I have no idea, does it give an address?" Peter asked

"No it doesn't, in fact that's all that is there" Ned said down hearted "Sorry man"

"Hey, at least we know it is a real thing" Peter said

* * *

"Maybe, I can work on these powers more if I find my dad's old lab" Peter said as he did pull up using his new powers. Suddenly he dropped down and answered his phone

"Hey, Pete where are you?" Eddie asked

"I'm just walking around an abandoned building, what's up?" Peter asked

"I've been looking at the photos from the other day and I was wondering if you would like to help me do the layout for them" Eddie said

"Sure, but the expo was three days ago, why now?" Peter asked grabbing his bag and jumper

"Because it's a slow news day okay" Eddie said

"Okay I'll be there soon" Peter said

"Sure thing, just get ready to be barked at" Eddie said

"You got it" Peter said

* * *

"Looks good, and this one should be here" Peter said shifting photos around, but one took his attention, it was a background information panel detailing spiders, Peter looked at his hands and then grasped the air several time

"Cramp?" Eddie asked putting a drink near Peter

"Yeah" Peter said "Hey, can you check the back of my neck?"

"Sure thing" Eddie said pulling Peter's shirt collar down a bit "you've got a few marks back there, probably pimples"

"Yeah pimples" Peter said 'Okay so some sort of super-spider bit in and now I've got powers...and I just came to that conclusion from a picture of an info-graph on Spiders, though it does match up with the new powers I've got' Peter thought as he continued the layout. Soon it was late and the two had done their work

"So you two done for the night?" a voice asked

"Hey Uncle Ben" Peter said hugging his uncle

"How are you doing officer?" Eddie asked shaking Ben's hand

"Not bad, not bad at, I was just passing by and thought I better pick my nephew up" Ben laughed

"Sure thing, have a good night" Eddie said waving to the pair as they started to walk off. He then grabbed a fresh coffee before putting the final touches onto the layout before sending it to the printer.

* * *

"So how was school?" Ben asked as they approached the police cruiser. In the front seat was Ben's partner Jefferson Davis

"Hey Pete" Jefferson said

"Hey Officer Davis" Peter said doing up his seatbelt

"So we have to pick up some milk and eggs for your aunt" Ben said

"Okay" Peter said as they drove off, the sound of the radio played at the trio headed for the nearest shop. Once there Ben and Peter got out and headed inside

"Evening officer" the shopkeeper said as Ben went to the fridge and Peter went over to the magazine section, while he was looking for the latest photography magazine the bell chimed making his sixth sense go off. When it did that Peter knew something was about to happen. He turned his back to the fridge and moved his head down to read the articles but his eyes were glued to the door as two thugs walked around, one of them had locked the door. Finally one of them walked up to the shopkeeper and pulled a gun and aimed it at his face

"The cash now" the robber said as the second robber produced a shotgun and cocked it before aiming it around the shop

"Easy now" the shopkeeper said as he noticed Ben moving quietly and slowly as to not draw the attention of the robbers while drawing his sidearm and removing the safety, Peter put the magazine back and moved quietly to the back where the fridge was

"POLICE FREEZE!" Ben shouted pointing his gun at the robber holding the shotgun "Drop your weapon" he shouted making the robber do what he said "Now slide it over" Ben said as the second robber did so

"Now drop your gun and let us go" the first robber said

I don't think so" Ben said before the first robber noticed Peter standing there

"Drop the piece or I drop the kid" he said aiming at Peter

"Don't do it" Ben said

"I'll count to three, 1!" the robber said

"Okay okay" Ben said as he put his gun away while moving over to where Peter stood

"Good now" the robber said before he looked around as the second robber picked up his shotgun, the first robber then turned back to Ben and glared at him as the shopkeeper was giving him the cash. Suddenly the police siren sound spooking the first robber who pulled the trigger on his gun releasing three round

"NO!" Ben shouted diving into the path of the bullets, before collapsing into Peter's arms

"UNCLE BEN!" Peter cried catch his uncle who was bleeding and barley breathing "No, no, no, stay with me, Uncle Ben, please don't"

"I'm sorry" Ben said closing his eyes just before the door was ripped opened

"Let's get out of here" the robbers said making the bell chime, soon the bell chimed again and Jefferson entered looking panicked. Upon finding Ben and Peter he went for his radio

"Dispatch this is Officer Davis, I have an officer down, I have an officer down, need immediate medical attention on sight ten minutes ago" Jefferson said "HEY! get the kid out of there, take him somewhere he can't see okay?"

"You got it officer" the shopkeeper said as he took Peter away

* * *

Ten minutes later several police officers and two ambulance rolled up to the scene. Jefferson sat at the back of one of them with Peter who just kept looking at his hands as if they were still covered in blood. Captain Stacy was down there directing his men while looking pissed. Soon a gurney was rolled out of the shop with a black body bag on it. Seeing it Jefferson shifted so that it was out of Peter's view as it was loaded up while Captain Stacy walked over a bit, but he waited until the first ambulance drove away

"Please tell me that wasn't Ben" Capt. Stacy said

"It was sir" Jefferson said turning to where Peter sat looking at his hands as tears ran down his cheeks

"Shit, get him home and inform May okay?" Capt Stacy said

"Yes sir" Jefferson said. While there was a crowd gathered, many in shock at what they were seeing, among that crowd was Eddie Brock, who looked around and quickly bolted. Once he was back in his car he called Jonah

"Hey boss, listen something major has just happened, and one of our employees was involved. Peter, yeah that Peter; looks like his uncle was just killed. I know, sir I'm suggesting that we work out some sort of embargo about this, just until they've had time to grieve a bit, yes sir, understood sir, you got it" Eddie said driving back to the office.

* * *

"I'm sorry May" Jefferson said as she answered the door and saw the two there, he quickly caught her as she collapsed

"No, no, please tell me this is a joke Jeff" May said

"I wish I could, but I saw it. And worse of all, Peter saw it happen" Jefferson said

"No, will he be?" May asked

"I'm not sure, maybe with time he'll be alright but who knows" Jefferson said as he watched Peter ascend the staircase.

What am I going to do now, without Ben?" May asked

"I'm sure they'll work something out" Jefferson said. Up in his room Peter just looked at a photo taken of him and Uncle Ben when they had gone fishing together when Peter was young, putting down the photo Peter just curled up on his bed and looked out the window as the crescent moon before crying himself to sleep.

* * *

**G'day Guys Grizz here ...so yeah I did that, well this is a radically different take on the character and how many of you were expecting Uncle Ben to be killed in front on Peter huh, not many I guess. Well it could have been a lot different since I was going to have a known character kill him instead but I thought this way would be a good way to do it. **

**Now the light hearted stuff with the powers is probably someone with these new powers would probably how someone experiment with them, also I have added the Parker Labs stuff as a slight subplot which will be resolved by the end of the origins four parter**

**So until next time I'll catch you on the flipside**


	3. Responsible Origins part 3

Peter didn't feel like being at school today, but Aunt May said it would be better for him to go so he could be distracted from what was happening. Peter didn't agree but where he was. Walking the halls with no one knowing about what happened just last night, his fist was clenched, he was useless he just froze and it, it, it

"Peter?" Gwen said walking up to him. He looked at her before she hugged him "I heard what happened

"My dad told me, I'm so sorry Peter" Gwen said "I know you may not be, but are you going to be okay?"

"No, I'm not" Peter said

"Why?" Gwen said

"Because...it was my fault, if I didn't get seen then" Peter said his composure breaking

"You can't get weighed down on the what if and could have been Peter, it won't help you" Gwen said looking at her friend. "I know thinking about it hurts now and so does remembering all of the good, but in time this feeling it might fade, it might not but now in this time, it's the time to be with your friends; who knows maybe telling them will help you grieve and get over it" Gwen said looking at her friend before hugging him again, behind her Harry walked up to him and just stood there silently before placing a hand on his shoulder giving his support to a dear friend who needed a life line at this moment; One he needed.

* * *

After school Peter just headed home and walked into his room, his aunt wasn't home since she was dealing with some of the tougher things after Uncle Ben's death so he just slumped on his bed before looking at the ceiling

"Maybe they're right" he said as he got up and went over to his laptop. The mystery about his dad's lab was still bothering him and he needed to figure out why it was. Aunt May didn't know anything and any chance of asking Uncle Ben was gone, he went back to that fishing photo and felt a fresh wave of sorrow wash over him, tears were about to come out of his eye when he released a breath of air. He then glared at his wall before he's eyesight to his hands when he remembered the words Uncle Ben and apparently his father lived by

'With Great power comes Great responsibility" he then thought about how that conversation came about

* * *

_'So do you like being a police office?" a young Peter said as he cast out into the water_

_"I guess" Ben said_

_"So you can do all sorts of things right?" Peter asked_

_"With a certain extent" Ben said _

_"Why not, you could do a lot of things that normal people can't, like you arrest anyone you cheeses you off" Peter said_

_"Okay, let me guess Flash was being a bit mean again right?" Ben chuckled_

_"I guess" Peter said_

_"Look Pete, I may be a police officer which gives me certain powers to do thing, but I have a responsibility that comes with it. I have the power to carry a gun, but I have a responsibility to use it in a manner which helps people not harm them, I have the power to arrest someone, but I have a responsibility to arrest the right people, I have the power to drive a car so I have the responsibility to drive sensibly, I have the power of being the person who looks after you so I have a responsibility to raise you into a good man" Ben explained_

_"So what your saying is" Peter said_

_"That with great power comes great responsibility" Ben said "Now I have the power to help you with that fish, but I have a responsibility to make sure you pull it in but yourself first" he said smiling as Peter struggled before getting the fish into the boat._

* * *

"Thanks Uncle Ben, so I've been given these spider powers meaning I now have a responsibility to use them to help people" Peter said before he went over to his cupboard and pulled out a leather jacket, a red balaclava, a pair of polarised swimming goggles and pair of Motocross gloves. Pulling the gloves on he jumped onto the roof and saw that his hands stuck on the roof with the gloves on the same way his feet stuck to the wall. He then proceeded to pull on the goggles before pulling on the balaclava and jacket zipping it. Looking in the mirror Peter nodded "could use some work" he said "But for now it will hide my identity while I work on my powers" he said as he left the house, taking a bus to the area near his school. He had a feeling today was the day he would find something about the lab he's dad owned when he's phone rang

"Hey Aunt May" Peter said answering "No, I'm just walking around getting a bit of fresh air, yeah I won't stay out late, eggs...sure I can get some" Peter said "Okay, yep bye love you too" he said hanging up and setting a timer before pulling his 'mask' back down and running off. He tested his strength and agility by climbing and jumping around the area. He noted he needed an easier way to get around the city, so he decided to plan things out later. After an hour the timer on his phone buzz meaning it was time to head home, and of course he stopped to get some eggs. Unfortunately for Peter he walked into the shop where he last saw his uncle. When he realised this the eggs in his hands started to slip.

"Okay, don't want to drop those" Eddie said

"Mr Brock, what are you doing here?" Peter asked as he was handed the eggs back

"Rival paper recon" Eddie said smiling holding up some newspaper

"You do know one of those is a beauty magazine right?" Peter asked

"It's for Anne" Eddie smiled as the mere mention of his fiancé's name making him go all goofy

"Oh okay, I'll see you at work tomorrow" Peter said paying for the eggs and heading home

"Will do" Eddie said before placing the newspapers and magazine on the counter

"So you buying these to see if that news embargo of yours is holding up?" the shopkeeper said

"Yeah I am" Eddie said seriously.

* * *

The next day at school, everyone was in homeroom doing their own things, Peter's group was trying to find more info of Parker Laboratories, the cheerleaders were gossiping, the musicians were discussing classical composers, the other group of nerds were reviewing their homework and the jocks were passing around a football, which over shot and went over to Peter's group, which Peter caught and threw back. Flash looked over at Peter and noticed something was different about him, but he didn't know what. Shrugging he figured he'll get to talking to him soon

"Yo! Flash, coach wants us in the gym ASAP" one of his teammates said

"Yeah I got it" Flash said as they left, an uneasiness was in the air but Flash didn't know why

"Did you see the look on Parker's face, something bad must be going down" a second team mate said

"Hey Flash do you know?" one of his teammates asked

"No I don't Kenny" Flash said as they reached the gym, the coach wanted them to practice before the big game on the weekend.

* * *

"I'LL MAKE SURE THE ONLY THING RELATED TO JOURNALISM YOU WORK IN IS SELLING JOURNALS!" the angry voice of J Jonah Jameson shouted

"Okay, boss is angry" Eddie said "Do you know why?" he asked Robbie he assistant head editor

"No, I've seen him angry before but never this angry" Robbie said as Jameson exit his office

"Listen up, the embargo has been broken" he shouted making everyone there angry

"Do we know who?" Ben Ulrich asked

"No, but I believe it to be the New York Bulletin" Jonah said "It was on the midday news"

"So what's the plan boss?" Robbie asked

"Get in front of this and try and do damage control" Jonah said before Eddie got up and grabbed his jacket "BROCK!"

"Yes sir?" Eddie said

"Bring Parker back here okay?" Jonah asked

"Way ahead of you" Eddie said leaving the building to get Peter.

* * *

"Okay, form up guys" Harry said as the last bell rang. He knew the scavengers call the news would be circling around the school, so he needed to get Peter out of there ASAP, luckily he was use to dealing with the media. The rest of the student body was standing by looking pissed off, a few of them gave Peter comforting words and their condolences which he appreciated. Upon getting to the door, they saw the Football team

"Now is not the time Flash" Gwen said

"You're right. Okay guys Line formation, make sure none of them get to Peter okay?" Flash shouted

"YEAH!" the footballer shouted

"Cheerleaders, if they try and get any camera footage you know what to do" Flash said

"Thanks man" Peter said

"Anytime" Flash said as the groups exited the school, Harry and Flash knew what was going to happen and had guessed correctly so the football team made a line and pushed through the crowd of reporters. The cheerleaders used their pom poms to block cameras.

"There are way too many of them!" Anya said

"Well any ideas?" Gwen asked as a car horn sounded "Never mind" she grabbed Peter and pulled him to the side while everyone forced their attention to the massive group. Gwen and Peter finally arrived at their destination which was Eddie's car

"What are you doing here?" Gwen asked

"Mr Jameson wants us at the Bugle ASAP" Eddie said as he took off.

* * *

Once they got to the Bugle Eddie looked around before quickly entering. Upon reaching the main room he saw Peter just sagged over at his desk and Jonah walking over to him, Peter was started to log in when Jonah just rested a hand on his shoulder

"Not today, all you are going to do is just relax" Jonah said before he walked back to his office. Peter then sighed before he continued to log in and then he decided to see if the Bugle database had anything on Parker Laboratories which could help him locate it. He had difficulties doing it before felt frustrated by this, which Eddie took notice of

"You okay?" Eddie asked

"No I'm looking for something in the archive and I can't find it" Peter said

"what are you looking for?" Eddie asked

"Anything on Parker Laboratories" Peter said

"I haven't heard that name in a while" Ulrich said as he walked past "It was owned by your old man right?"

"Yeah it did" Peter said as Ulrich went away and came back with a disc. He handed the disc to Peter.

"This has what you need" Ulrich said as he walked away making Eddie and Peter look at each other before Peter placed the disc into the computer and looked over the contents. Soon he had found what he was looking for, an address "It's not too far from here"

"Go" Eddie said as Peter rushed off. "I wonder what he is going to find there"

* * *

Peter got to the address that was written in the information leading him to an abandoned butchers shop. Upon entering it he looked around seeing nothing but an empty shop and a walk in freezer. He looked around and saw a shimmer on the blackboard, so he went up to it and placed his hand on it revealing it to be a scanner

"Welcome Peter" a computer said as the walk in freezer opened up revealing it to be a door into a hidden high tech lab

"Whoa" Peter said as he looked around the lab "What is this place?" he asked

* * *

Gwen was walking home while listening to the latest pop music unaware that two thugs were coming up to her

'That her?" one of them asked

"Yeah that her" the second thugs said before they grabbed her making her scream, but it didn't travel far as it was muffled. It was at this point Mary Jane was walking out of a coffee shop and saw this

"HEY!" she shouted "LET HER GO!" she shouted as they got into a car and drove off. MJ quickly got her phone out and dialled a number "Hello police, my friend just got abducted" she said panicking.

* * *

**G'day Guys Grizz here now we're dealing with the fallout and how people are reacting to it, the scene with Gwen was inspired by the Amazing Spiderman movie where she did the same thing and before the report she was the only one who knew thanks to her father, plus we have the flashback to when Uncle Ben gave Peter the Great Power Great Responsiblity talk while fishing not to mention the homemade spider suit whcih will only be in this chapter and you'll find out why**

**So until next time I'll catch you on the flipside**


	4. Responsible Origins part 4

"This was my dad's lab?" Peter asked as he looked around, he noticed a red and black suit with some devices which looked they could have been worn on the wrist. Peter looked for the main terminal and found it. He walked over and turned on the computer before the SHIELD logo appeared on the screen before it disappeared "So dad did work with SHIELD, but what did he work on, and why did he die?" Peter asked playing an audio file

"Okay is this thing on?" a voice said that Peter hadn't heard in years, it belonged to his dad. The mere sound of his voice brought Peter to tears causing him to down "Okay so if this is on which the light indicates it is" Richard said "This is audio record about project Web file one, SHIELD has come to me in hope of designing some gear to be used by them in the future. Of course they gave me their fabricator to help me with it, but the red and black suit is made out of a mix of nylon and aramids similar to that as Kevlar meaning it is comfortable, flexible and protective. The red and black colouration comes from the name of the Australian Red-back Spider, though after looking at it being mostly red with black on the arms, head, torso, hands and feet didn't quit look right so it, so we switched the colouration areas and it looked much better. Now of course thanks to the fabricator we can change the designs of it, the only problem was that we couldn't get the adhesive to work so the wearer could walk on rooves and wall"

"I've got that covered" Peter laughed

"Now the next thing Fury wanted us to work on was the Bio Cable dispenser; but since it was for something spider them their tech boys called them web shooters, now these may look like mere bracelets but these can fire out a strain of bio-cable up to 200 meters, but we added an option to fire condense balls of this 'webbing' to disable and restrain targets. Now I have ideas for other functions but these should work for now, the dispensers use cartages as the main storage. I've included plans and formula for the bio-cable and cartages; now we don't know how much of the cable is in each cartage but we hope it's up to 10 kilometres of the cable. Now once a cartage is empty you can rotate the cartage storage device to the left to engage a new cartage, be warned each dispenser carries only three cartage so after all three are empty the dispenser will not work and enter locked mode until you switch out the cartage

"Got to fix that" Peter said trying one on

"And that is it for now, I'll do more reports later. But that's just the basic for now" Richard said

"Thanks dad" Peter said as he looked over the suit and then opened the fabricator program, looking at the suit he changed the red from just below the shoulders to the edge of the gloves to black, he then changed the colour of fingers to black, then he gave the suit a web pattern overlay the red and a giant red spider on the back and a small black one on the front. "Nice"

* * *

"You kidnapped the daughter of Police Captain Stacy, did you think that was a good idea for any reason?" the leader of the thugs asked

"Um, she was walking on the street" a thug said

"And so you kidnap her! What part of discrete didn't you morons get. If we draw attention to ourselves then who knows who will be after us! Fisk has bounty on the guy who killed that Parker cop, Venom is also looking for him, Tombstone wants to put us under one of his namesakes and what would happen if word got out that we have Stacy's daughter?" he asked

"Um?" the thug asked

"That's RIGHT! We will be screwed!" the leader said

"But Mr. Bonesaw sir" the thug said

"Don't Mr Bonesaw sir me! I already had to deal with Carradine!" Bonesaw said

"What did you do to him boss?" the thug asked

"Like I would tell you just in case you squeal to the cops!" he snarled before walking off, leaving as his goons tied Gwen up

* * *

"Hey Harry" Peter said as he was looking over the web shooters his dad made

"Pete, someone took Gwen" Harry said

"Do you know who?" Peter asked

"No, but MJ thinks they could have been Bonesaw's guys" Harry said

"Bonesaw, he runs the Skulls gang right?" Peter asked looking at the suit

"Yeah why?" Harry asked

"because I have business with one of them" Peter said

"Pete, what do you mean?" Harry asked

"I just remembered by Uncle Ben's killer had a Skull tattoo, he must have been a new recruit" Peter said

"Dude, don't" Harry said

"Maybe, anyway I have to go my phone's about to die" Peter said

"Okay, just be safe and don't do anything stupid" Harry said

"Sure thing" Peter said hanging up "Sorry man, but I have to do this, after all with great power comes great responsibility" Peter said before sighing and sitting down. "But Uncle Ben wouldn't want me to go after his killer...but he would want me to save the life of a friend" he said looking at the suit again "So here I go; first day on the job as a superhero...I wonder if SHIELD is hiring for the Avengers" he said

* * *

"Comfortable?" Bonesaw sad

"Not particularly" Gwen sneered

"Oh well" Bonesaw shrugged

"So who's Carradine anyway?" Gwen asked

"He's the bumbling coward who shot that cop the other night" Bonesaw said

"So your thug shot my friend's uncle, and you dealt with it, what did you do stick in a trash compactor?" Gwen asked

"NO! I simply sent him out of town until the heat on him dies down and then when he's back I'll pummel him. No I will not tell you where he is" Bonesaw

"Aren't you worried that Kingpin, Venom, Tombstone, Prowler or someone like that will find him?" Gwen

"Time to shut you up" Bonesaw said gagging her with a bandana making Gwen look at him with disdain

* * *

"Okay, so time to do this" Peter said as he stood on the rooftop and pulled on his mask before running forward and leaping off of the building where his dad's lab was. "Oh please let this work" Peter said firing off a strand of webbing and then swung forward "This is good, this is good so far" Peter mutter before he shot one out of the other shooter and swung forward "YEAH BABY!" he shouted releasing the web and flipping in the air before firing off another and swung to the left "Now if I remember correctly the 'Bone Yard' is at the docks" he said as he swung over to the docks. After fifteen minutes or so he reached them and looked around, there at the far end he saw one of the Skull gang members was standing. After approaching it and looking down Peter fired a strand of webbing at the thug and hauled him up on to the roof while knocking him out and covering him with web. After that Peter crawled inside via the broken window above the door. He looked around and saw Gwen under a light at the end of the warehouse, over in the elevated office was Bonesaw the leader of the Skulls crawling over to the door to the office, Peter secured it with a couple of shots of webbing to keep it locked while he went and dealt with the thugs.

* * *

Gwen was feeling annoyed at the fact she was being held captive while Bonesaw called in a ransom, she was also kind of bored by the way, plus the guys here weren't the best looking guys out there. they were skinny creeps or over muscled block heads. She was looking around when one of them suddenly shot upwards shocking her

"Hey where's Buster?" a skinny Skull said before he was pulled into the shadows

"You there Larry?" a Blockhead thug said before he was pulled into the shadows as well, next two more of the skinny thugs disappeared

"Hey Arthur, Maurice you there!" a thug asked before he was pulled into the air. One of the block head thugs showed up with a rifle and primed it

"WHO'S THERE!" he shouted before a engine piece was dropped on his head and he was pulled to the shadows leaving only a panicking Gwen hyperventilating, then she heard someone behind her, she screamed only for the sound to be muffled by the gag in her mouth

"Hey, hey easy there Miss Stacy" a voice said "I'm here to help"

"Who are you?" she asked

"Who am I" the voice said as he walked around in front of her, "I'm...Spider-Man" he said, Peter after saying that groaned 'Spider-Man seriously?'

"Okay, you anything like Venom?" Gwen asked

"No, my clothes aren't slime" Spiderman said as he gripped the ropes tied around Gwen and ripped them apart freeing the girl

"Okay so now what?" Gwen asked before the door to the office was bashed off of its hinges revealing an angered Bonesaw looking around, he spotted the two and jumped off the balcony onto the floor below.

"Um...who ordered sasquatch?" Spiderman asked looking at Gwen.

* * *

Bonesaw charged at Spiderman, who grabbed Gwen and jumped over the gangster. Once Spiderman was back on the ground he let go of Gwen and jumped back into the air, landing on the roof and looking down at Bonesaw who went for a heavy pipe and looked around. Spiderman shot a web bullet over behind Bonesaw before shifting to Bonesaw's blindside. Spiderman knew he needed to finish this fast and get Gwen out of there, but something was not right as his sixth sense was ringing, soon he found out why as an engine was being flung at him

"WHOA!" he shouted barely dodging it making Gwen gasp. Spiderman then grabbed a large tire with his webbing and jumped into the air before bringing it down around Bonesaw who growled trying to destroy the tire, only for Spiderman to trip him up and then web his legs to the floor. Looking around Spiderman grabbed Gwen's jacket

"HEY!" Gwen shouted as the hero left it on the chair

"So they'll know you were here" Spiderman said

"And I'll be?" Gwen asked

"In your dad's chair having a slice of pizza" Spiderman said "I recommend Feige's"

"Never heard of it" Gwen said

"Very few have, now hold on" Spiderman said as he shot a web strand outside and used it to get into the air making Gwen scream as Spiderman swung off with her on his back only on in a koala style before the police got there and arrested everyone...after cutting them out of 'massive cocoons made out of spider-webs, helping them greatly. Then Capt Stacy walked up to Bonesaw and growled at him

"Where is Carradine?" he asked

"Not here" Bonesaw laughed before he was shoved to the floor and Capt Stacy left the room as his officers got Bonesaw out of their and into a police wagon

"Sir, isn't this your daughter's jacket?" Jefferson asked

"Yeah it is, so where is she?" Capt Stacy asked

* * *

"PUT OUT AN APB on her NOW!" he shouted as he stormed into his office, only to see Gwen there with half a slice of pizza in her hand and the other half in her mouth

"Hey dad" she said sweetly after finishing the slice of pizza in her hands

"Hey honey" Capt Stacy said hugging her

"Oh by the way a result came back on that APB" Jeffrson said seeing Gwen in his captain's office

"Wise ass" Capt Stacy said

"So what's up?" Gwen asked

"How did you escape?" Capt Stacy asked "And why did you leave your jacket behind?"

"I had to remove it to slip the ropes, and then as I was running and webbed up all the guys and smacked that tire onto Bonesaw, after that he got me out of there" Gwen explained

"Interesting Spiderman, must be a new player; though between the Avengers, X-Men, Fantastic Four, Daredevil and what not there's a lot so think he's one of the good ones?" he asked

"I think so" Gwen said

"So where did you get the pizza?" Capt Stacy asked

"A place call Feige's; not many people know of it, what about you?" Gwen asked

"Yeah I did, in fact it was a favourite of an old friend" Capt Stacy said looking at an empty desk

"Who?" Gwen asked

"Ben Parker" Capt Stacy said shocking Gwen

"Interesting huh?" Gwen asked

"Man that felt good" Spiderman said as he entered the window to his room and removed the suit, "Now while they're other heroes out there, I think I can be the first one to actually help on a neighbourhood and street level, so maybe that's what I should do, be a guardian when there are no guardians. After all not all threats are world ending, but they do affect everyone. Plus I have a great power, so I guess that means I have a great responsibility as well" he said smiling "Watch out New York, I'm here to stay!"

* * *

**G'day Guys Grizz here with the reveal of Spiderman after four chapters of setting things up he's now here with a red and black suit whcih was inspired by the original suit and the Far from Home suit whcih looks really cool, if you need help picturing it the story pic is basically his suit, now this is why I set up the subplot about Peter finding his dad's old lab since it would hold the old tech that he would later use as Spiderman such as the suit and webshooters which will be upgraded as the story goes along, as to why I did this was because I felt it would be a bikt better if the suit and shooters already existed plus it would save time such as Peter rescuing Gwen, also Bonesaw was the wrestler in the first Raimi film so I retooled him to be a thug **

**I'm so sorry for those who had read this already but something went wrong and it didn't save any of the editing and prep I did so its now fix**

**so until next time I'll catch you on the flipside**


	5. A Black Cat's Path

"I don't know Gwen, he could be dangerous" Harry said

"So could Hulk, the Thing, Venom, Ironman yet we trust him" Anya said

"Venom is a grey area" Ned said

"Hey Guys" Peter said walking into class

"Finally a voice of reason; you agree with me right Peter?" Harry asked

"About" Peter said

"Spiderman, rookie hero who saved Gwen yesterday" Ned said

"For all we know he could be a menace to society" Harry said

"Well he save Gwen so he can't be all bad right?" Peter asked

"I suppose" Harry said

'I can't tell the others who I am' Peter thought as the bell rang

* * *

"Hello" a seductive voice said as the owner was looking at several diamond necklaces, she wore a black shirt, black jeans, dark converse high tops and had her hair in a ponytail. She pulled out her smartphone and took a picture of them before walking away, she then took noticed the alarms and security sensors. "This place is definitely secure, good thing they called me" she said "But that doesn't mean I can't have fun after dark" she said before she bumped into someone, namely Eddie Brock

"Hello" he said

"Hey, I take it your Eddie Brock from the Daily Bugle" the young woman said

"Yeah I am, and that must mean you're Felicia Hardy" Eddie said as Felicia shook his hands

"Of Hardy Security Solutions, I have been hired to check out the security in these stores" Felicia said

"And how is it?" Eddie asked

"Top notch" Felicia said adjusting her baggy jacket. Eddie didn't look convince so he looked around

"Technology, gold, jewels, high end fashion; this midnight cat burglar is one skilful thief. Almost reminds me of the Shadowy Gentlemen" Eddie said

"Yeah these crimes are similar to my father's MO" Felicia said "But that is where I differ to him, I was taught the tools of the trade and put them to good use" she said

"I see" Eddie said as he looked around "Come on Peter, I thought you wanted to get back to school by biology"

"I do and its chemistry not biology" Peter said taking photos "Hey I'm Peter Parker, didn't you?"

"Yeah I graduated last year, and I think you have two more years until you leave Midtown" Felicia said

"No way are you two years older than him" Eddie said

"You're right, I'm three I was held back a bit" Felicia said making Eddie raised an eyebrow "Just kidding, I am only two years older"

"Okay then" Eddie said as the two walked off

"See you cutie" Felicia said

"That was directed at you pal" Eddie said nudging Peter in the arm

* * *

"So, who do you think is doing these robberies?" Peter asked

"I don't know, but someone skilled enough and has enough know how to do so" Eddie said

"Like Spiderman?" Peter asked

"No, Spiderman showed up last night, but last night the fifth robbery in a row happened; so we can count him out, plus there are always claw marks at the scene." Eddie said leaning back in his chair

"Then who?" Peter asked curious 'Because I might just have to step in' he thought

"I don't know but I have a feeling that jewellery place we met Miss Hardy at before will be the target. Problem is I can't go tonight because Anne is flying in from San Fran" Eddie said

"I could do it" Peter said

"You sure kid?" Eddie asked going into what Peter called 'big bro mode'

"I'm sure I can handle it, beside I'll only stake the place out for two hours since it's a school night" Peter said

"Alright, but don't make me regret this choice okay?" Eddie sighed

"Sure thing" Peter said

* * *

"This is probably the craziest thing I've done" Spiderman said as he set up a point and click digital camera rather than his usual SLR. But he added a modified movement trigger so he could get shots of the burglar and possibly himself. He now had to wait; and being a teenager that meant one thing his phone, which was loaded with the latest gaming apps so he kicked back in a web hammock and just waited. Fifteen minutes he heard the shutter go off making him put his phone away and leap into action. Once he got to the shop he noticed that the door was opened and the alarms weren't ringing

"They switched to a silent alarm last week, so the cops should be here in ten maybe fifteen minutes, so I gotta ask who's the one who fell into the claws of the Black Cat?" an alluring female voice said as a young woman in tight fitting black leather strutted into the light making Spiderman gulp as he tried to control hormones. He also notice her silvery white hair and a cat like eye mask, she was smiling before walking past Spiderman

"Hold it" Spiderman said as he went to grab her arm, only to be face down on the carpet

"You seem a little green" Black Cat said

"This is only my second night on the job" Spiderman said

"Shame, I was expecting at least Daredevil, maybe Iron Fist but I get the rookie instead" Black Cat said "But hey, maybe I'm lucky and your cute underneath" she smirked before running her finger down his chest

"Um...um...thank you?" he said unsure

"Now I'm going to take this sparkly diamond necklace and you are going to look for more gangbangers okay? Okay" she said smiling before she strutted off. Spiderman just stood there before his spider sense went off

"Get back here" he said running after her while retrieving his camera

* * *

"Here kitty, kitty, kitty" Spiderman said leaping over a rooftop before webbing the camera back up and leaping in front of her "Now be a good girl and put that back"

"Awe, is the spider upset with me?" Black Cat asked placing her hand before her back and swinging slightly before looking up "Is it just me, or is it hot?"

"Um what?" Spiderman asked

"Yeah I think it's a bit hot" Black Cat said undoing the zip on her suit until it was under her bust, which she folded out revealing white fur under her black leather. 'She looked before then she looked hotter now' he thought before putting his guard up, just as Black Cat tried to kick him . Spiderman then threw a couple of punches which didn't hit thanks to the natural grace Black Cat had, now getting upset he threw a punch, which was caught and he was thrown to the ground

"See you Spider boy" Black Cat said before seeing the camera and blowing it a kiss "One for you personal collection" she said disappearing off the roof

'That did not go the way I wanted it to" Spiderman groaned grabbing the camera and heading off to his Aunt May's house

* * *

"Wow, Spiderman lost to a cat burglar?" Ned asked

"Shut up Ned" Peter mentally groaned

"Why wouldn't he, I mean check out those curves" Oliver said

"Um guys, ladies right here!" Gwen said

"Oh sorry Gwen" Ned said

"But I gotta say, you're not wrong Nerd" a voice said making everyone surprised, none more so then Peter as he turned to see his cousin Ben Reily standing there

"Benny?" Peter asked

"Hey Pete'" Benny said ruffling his hair

"Who is the hunk?" Anya asked

"Benjamin Reilly, but he calls himself Benny due to his uncle Ben Parker" MJ said

"How's thing going Benny?" Harry asked

"Good, though given how things are with you man, I'm shouldn't complain" Benny said

"Yeah, and speaking of that, I think you can use that moniker now man, I think he would want you to" Peter said

"Okay, I think I will" Ben said hugging Peter

"Aww" the girls said

"So who is it we're talking about?" Ben asked before being filled in on the situation "So we have yet another superhero, at least this one is helping deal with street level stuff"

"Yeah it is isn't it?" Anya said smiling

* * *

"Okay so round two" Spiderman said as he swung over New York looking for the Black Cat "Here kitty, kitty, kitty" he said looking around

"Wow, calling me like a cat, real original" Black Cat said walking over to him and raising her arms stretching giving Spiderman a good look at her feminine charms "So how are we doing this?"

"Well, I'm sure you haven't stolen anything yet, so" Spiderman said as the two looked around nervous "Having a good day?"

"Yeah so far" Black Cat said "I need to find a good pizza place though" Black Cat said "I'm a bit sick of Sammy's"

"Have you tried Feige's?" Spiderman asked

"No I haven't, any good" Black Cat replied

"It's the one I go to most often" Spiderman said in a happy tone of voice

"Oh okay" Black Cat said twirling her hair before sighing and bolted

"WHAT HEY!" Spiderman said swinging after her. Black Cat would stop and pose as if she was a pinup before running as soon as Spiderman caught up with here "Damn she's good, wait that grappling hook, I've seen it before" he said before he stopped chasing her and headed for his father's lab

"Awe, I was hoping he would chase me some more" Black Cat said before she stretched "But he gives better workouts then the gym" she said walking away

* * *

"Computer search designs: Grappling" Peter said as he refilled his webshooter cartages while tweaking something he was working for.

"Results found 1!" the computer said as Peter brought it up the results

"Okay so the tri-claw grappling hook, it never got out of the prototype stage since it was stolen by the Gentleman Phantom, one Walter Hardy. Who's daughter is now a security consultant" Peter said "Okay computer I want you to cross reference the site of the burglaries and those who have Hardy Security Solution systems" he said as soon the computer complied the information he wanted and saw that all the sites of the thefts had Hardy systems. "Alright, so what's the play now Miss Hardy?" before grabbing his webshooters and swung out of there.

* * *

Shortly he headed to the place he met Black Cat for the first time. Soon he spotted her and fired a web bullet at her

"You know there are gentler ways to say hello" Black Cat said

"I suppose, now that grappling hook, mind returning it" Spiderman said

"To who?" Black Cat asked

"It's the property of Parker Laboratories" Spiderman said glaring at her

"So you're aware of Parker Labs, but did you know my father was hired to do a job there, and he did it well. This grappling hook was the spoils of the job and he passed it onto me" Black Cat said "So why should I give it back to a dead man?" Black Cat asked

"What about his son, who should by all rights be the rightful owner" Spiderman said

"What would a newspaper photographer want with something like this" Black Cat said

"It's a prototype, if you give it back I'm sure he'll be able to make you a better one" Spiderman said

"Alright, but only after you catch me" Black Cat said

"Oh come on seriously?" Spiderman asked jumping away after the cat burglar through the city but he stopped and looked at the Statue of Liberty and saw it was lighter in colour. Black Cat had doubled back and landed next to here

"What is that?" Black Cat asked as everyone around them were asking the same, soon the Statue of Liberty was transformed into a statue of a hooded figure holding a book in one hand and the other was out stretched replacing the torch

"Okay that is not COOL!" Spiderman shouted

"Who would do something like that?" Black Cat asked

"I don't know" Spiderman said as the new statue had a green cloud emanated from it "But we will find out together"

"We?" Black Cat asked

"Yeah we" Spiderman said

"Okay" Black Cat said

* * *

**G'day Guys Grizz here with the introduction of everyone's favourite cat burglar Black Cat who in this fic is part thief, part security expert, yeah irony huh anyway I think I might have made who a bit flirty but that's okay since she's the love interest of this fic. I knwo there are a ton of love interest but I think Black Cat is the most interesting and my second fav pairing for Spidery next to Mary Jane Watson, also yep a new cliffhanger but you know who's coming because it don't you**

**So until next time I'll catch you on the flipside**


	6. Journey into Mysterio

"GET BACK HERE, HEY I'M TALKING TO YOU CRACKPOT!" Spiderman shouted chasing a girl in a white and magenta wing-suit

"The name is Screwball" the girl said

"Crackpot, Screwball both mean exactly the same thing" Spiderman said as flew past some building getting a view of the transformed Statue of Liberty still hanging around, it had been a month and no one was closer to finding out who or what was behind it. But he put that out of his head for now as he closed in on Screwball, who swerved to the left before diving "Okay if you want to handle things this way" Spiderman said as he swung over her and landed under her

"Hey loser" Screwball said before she was brought down, right in front of Jefferson Davis

"Hey Spiderman, another Screwball day huh?"

"So is Officer Davis" Spiderman said "Now if you'll excuse I'm late for something important"

"Hot date?" Screwball asked

"Yeah, with an examination observer" Spiderman said

"You could always drop out you know" Screwball said

"Girl, shut up!" Jefferson said placing her in the police cruiser "Good Luck Spiderman

"Thanks Officer" Spiderman said

* * *

At the end of the day the exams were done with and Peter was confident he one well on them, most of his group did well, heck Flash was pretty confident he had done well thanks to Mary Jane and Gwen helping

"So are they any closer to finding out who did that to Lady Liberty?" Ned asked

"No I don't think so" Gwen said

That isn't going to be permanent is it?" MJ Asked

"It won't be" Flash said

"Way to sound confident Flash" Anya said

"So Peter, have you heard anything?" Cho asked

"No, JJ and the rest of the Bugle are stumped" Peter said

"What about Spiderman, could he do something like that?" Cindy asked

"No, he was seen chasing the Black Cat when it happened" Gwen said

"So who was it and how did it happen?" Harry asked

"I have no idea" Peter said

* * *

Spiderman was swinging in Time Square when he saw something not quite right, for there in the middle of the New York landmark was a UFO

"That's new" Spiderman said landing in a bus stop just as a police cruiser showed up, out of the car was Jefferson Davis and a new office

"Officer Davis, ma'am" Spiderman said

"Spiderman, met Yuriko Watanabe, Yuri say hello to Spiderman" Jefferson said

"Nice to meet you, heard a fair bit about you in the month you've been around, minus the scathing Daily Bugle reports, the more flattering one we enjoy" Yuri said

"Glad I could be of service" Eddie Brock said showing up "Spiderman"

"Mr Brock, you Parker speaks highly of you" Spiderman said "Now can we please have ET phone home so we can get back to solving the mystery of our lives?"

"You want to piss of our first contact with alien life, yeah I don't think so" Eddie said

"So what is your plan huh?" Spiderman asked

"Ask them if they come in peace" Eddie shrugged

"Seriously?" Spiderman asked

"Like your was any better?" Eddie asked when a bright light flash and there stood a being shrouded in a purple cloak while on his head was an orb filled with greenish smoke

"Is he wearing a fishbowl on his head?" Spiderman asked

"I dunno" Yuri said

"People of this city, I am Mysterio! And I have come here from the stars above to this wretched planet to make sure you are kept safe from those you call 'heroes'" Mysterio said in an altered voice

"Okay what?" Spiderman said

"And I will do this by making this world my own, all I ask is for tribute, half a ton of gold bullion will be a nice start, you have 24 hours to meet my demands of a peaceful surrender or else suffer my wrath" Mysterio said disappearing

"NO doubt the Mayor is already working with SHIELD" Yuri said

"Come on" Jefferson said

"I'm head back to the Bugle" Eddie said

"And I'll try and find him as well" Spiderman said 'But where to start?'

* * *

"Okay so a month passes and this Mysterio arrives in time square after changing the statue of Liberty, I think that means something" Eddie said

"So what's the mayor doing?" Peter asked

"Exactly what Mysterio has said to do, he's trying to get the federal reserve on board" Robbie said

"And how does JJ think our newest hero fit in to an alien space wizard?" Eddie asked

"So far, he doesn't as of yet" Robbie said

"Something's not right about this guy" Peter said

"But what is it?" Robbie asked

"I don't know" Peter said

* * *

That night Spiderman was able to get over to Liberty Island and look around

"There's nothing here Spider" Black Cat said appearing out of nowhere

"So what are you doing here?" Spiderman asked

"I was curious" Black Cat said

"Didn't you know" Spiderman said

"Finish that line and it be the cat that killed the curious spider" Black Cat hissed

"Good to know" Spiderman said

"So this is Mysterio huh" Black Cat said looking up at the statue

"Yeah it is, but something is bugging me about it" Spiderman said

"But what?" Black Cat asked

"I don't know just something is throwing out a weird vibe" Spiderman said looking at the statue

"Hey what's that?" Black Cat asked as the pair walked over to a large black box

"It can't be" Spiderman said

"What is it?" Black Cat asked before a thick green smoke surrounded them

"I see you have found my trans-modifier" Mysterio said showing up

"Get real!" Spiderman said

"Oh but I am real" Msyterio said opening his purple cloak to reveal high tech looking armour that was a pale green colour with mystical looking decals on the bracers before he held his hands up making the two good guys woozy making them fall to their knees. "Shame I had heard you were one of the good heroes who kept their nose out of the businesses of more powerful beings" he said firing lightning out of his glove at the two heroes "Now let this be a warning, don't get in my way again, otherwise the world will suffer" Mysterio said opening a portal underneath them

"What, was that a teleporter?" Black Cat asked "And where did he send us?"

"Coney Island" Spiderman said

"You have to be kidding" Black Cat said groaned while rubbing her eyes "Let's just get out of here"

"You want a hot dog first" Spiderman asked

"I doubt you have your wallet on you" Black Cat said

"No, no I do not" Spiderman said

* * *

The next day Spiderman was at the sight of the exchange, NYPD has sent several teams including Yuri and Jefferson to the party, Spiderman noticed a couple of SWAT Snipers as well, one of them trying to get a photo of him, so he stuck up a peace sign just as it was being taken smiling under his mask

"Thanks bro" the sniper said before he became serious as Captain Stacy walked out with the mayor before Mysterio appeared in a cloud of green smoke

"Okay he's here, go and check out those trans-modifiers" Spiderman said

"You got it Spider" Black Cat said

"And Cat be careful" Spiderman said before he jumped down and landed next to Jefferson

"Spiderman" Jefferson said

"Officers" Spiderman said

"Bring it out" Capt Stacy said as several officers brought out cases of gold bars, Spiderman went to help and subtly placed a tracker underneath one of them before stepping back

"It is good to see that you have come to your sense" Mysterio said arriving, shrouding himself in his cloak and smoke

"It's all here, 500 kilos of gold" Capt Stacy said

"You are a credit to your people officer" Mysterio said as the cases floated up to his spaceship "Now I want 50 kilos of gold weekly and maybe I'll return your statue" he said entering the spaceship and took off.

"He's going to bankrupt the city" Yuri said

"Not if we stop him first" Jefferson said

"Don't worry we will" Spiderman said

* * *

"So what did you find?" Spiderman asked

"You were right, those cubes aren't alien technology" Black Cat said

"So what are they?" Spiderman asked

"I don't know, but I'm pretty sure it shouldn't have the logo of Stark Industries on the side of it" Black Cat said

"I knew it" Spiderman said

"What is it?" Black Cat asked

"This Mysterious isn't a space wizard" Spiderman said "Now to find him

"So how are you going to do that?" Black Cat asked

"Just watch" Spiderman said

* * *

After heading back to his dad's lab he located that case he bugged in an abandoned warehouse which was big enough to hide a spaceship. He entered and looked around seeing various pieces of junk and blueprints. And there on the table was Mysterio's helmet without the gas. Spiderman kept to the high place of the roof as who he guessed as Mysterio as he tinkered with some before the ship released the cases and Msyterio opened them before running his gloved hand over the gold. Spiderman looked around and noticed that amongst the technology

"Ah this people are so gullible" Mysterio said giving Spiderman a look at his face

"Yeah gullible" Spiderman muttered

"Time for my next trick, Oscorp and Stark Enterprises" Mysterio said "I think the Mysterio Towers will be good" he said pulling his helmet on and filling it with smoke

"I don't think so" Spiderman said landing in front of the villain

"SPIDERMAN!" Mysterio exclaimed "You dare invade my sanctuary?"

"You mean your effects studio, yeah I know who you are Quentin Beck" Spiderman said

"HOW! I mean that is not who I am" Mysterio shouted shocked

"Oh please, it's so obvious, you're disgraced Hollywood Special Effects artist Quentin Beck who got kicked off the set of Simon William's latest movie 'The return of Wonder Man' for basically burning down the set with those faulty pyrotechnics. Plus you were voted the worse stage magician in new York which cause you to go in the film industry in the first place" Spiderman said

"I see, but did you know I am not some mere stage magician anymore" Mysterio said

"Of course not your a space alien wizard Mysterio , seriously I'm pretty sure Energy Guardians pulled it off better, and no not the season you worked on" Spiderman said

"So you're a fan of Energy Guardians?" Mysterio asked

"I prefer Masked Knights over them" Spiderman said webbing up his helmet before exploding into green smoke "Where did he go"

* * *

Mysterio appeared on the on Liberty Island and walked over to the black box while ripping the webbing off of his helmet before he saw the control panel had been accessed

"I have to work fast there is not telling how long until that pest shows up" Mysterio said as he went over to one of the boxes "I have to admit I have enjoyed using these Stark Industries Hard Light projectors to use in my scheme" Mysterio said "But now it is time to stop playing"

"Surprise" Spiderman said showing up

"What how!" Mysterio said

"aww, have a bug problem?" Black Cat said showing up before using her grappling hook to trip Msyterio up

"Another pest?" Mysterio said "Fine, try these on for size" he said conjuring clones of himself "So who is the true Mysterio?" they all asked

"This is going to be tough" Black Cat said

"I don't think so" Spiderman said before the Mysterio clones rushed at him, but the two heroes dodged them all, only for Black Cat to be grabbed by the hair and thrown to the side

"So think you can still stop me?" Mysterio asked as one of them summoned a blade and placed it on Black Cat's back

"Yeah I can" Spiderman said shutting down the projectors making the clones and the Statue disappear revealing that Mysterio was pointing the sword at Black Cat and the statue was back to normal

"NO!" Mysterio said before he felt Spiderman tap his shoulder "Not the face!" he panicked before he created an actual portal behind him

"Don't think so" Black Cat using her grappling hook to pull him back in, only for the portal to close

"You have to be kidding me, he can use actual magic?" Spiderman asked

"I don't know" Black Cat said "So what do we do now?"

"Go home, get some sleep and try to find him in the morning"

"Okay, night Spider" Black Cat said kissing his cheek before walking off

"Whoa mama" Spiderman said pulling out his phone

* * *

"Davis" Jefferson at his desk "Good to hear Spiderman, Quentin Beck huh, yeah I've heard of him, yep okay, okay, sure thing catch you later"

"Spiderman?" Yuri asked

"Yeah he has a real name for our Space Wizard; one Quentin Beck" Jefferson said

"Okay I'll put out an APB on him" Yuri said as Capt Stacy walked in looking concerned

"What is it Cap?" Jefferson asked

"He's back in town" Capt Stacy said

"You're kidding me" Jefferson said

"Who?" Yuri asked

"An old colleague of ours, do you know why?" Jefferson asked

"Carradine was spotted entering the city two hours ago, an hour later our friend shows up

"Come on" Jefferson said getting up

"What?" Yuri asked racing after her partner

* * *

**G'day Guys Grizz here with the debut of Mysterio who was chosen because of Spiderman Far From Home, plus if you noticed there was a certain little hidden twist with Mysterio that will be revealed a bit later on but his illusions was of course made by technology and it was provided by Stark Technology and that weight and what not about the gold is real...I googled it so it would be the correct information and of course this was technically part 2 of the last chapter and that ending will lead into the next chapter whcih will feature a surprise character**

**So until next time I'll catch you on the flipside**


	7. Castling

"Oh crap, oh crap, oh crap. I didn't I would run into him here" Carradine, Uncle Ben's killer was running down a steam filled alley, he looked back and pulled out his revolver and looked behind him. He started to pant out of fear, for he knew who was after him "Just my luck to be chased by him" he muttered as his hand started to shake

"Finally found you" a gravely snarl said as there before him as a man in full shadow, the only thing that wasn't was the white skull which was the scariest thing Carradine saw

"What do you want from me?" Carradine asked

"Your life" the man said before loading a round into his gun and fired barely missing his target who scurried off. The man looked at the way he went and stalked after him

* * *

"Okay that is not what you want to hear on a Friday night" Spiderman said as another gun blast went off and he went to investigate, it was then that he heard sirens "And that is even worse" he said as he followed the patrol car. He was concerned as he noticed it was the police cruiser that he's uncle use to drive. He quietly landed on the roof and rode as they drove to their destination. Upon slowing down Spiderman hopped off and crawled along the wall until he spotted it, a man in black targeting a wimpy and scared looking man "Found you" he said

"Please, no!" the wimp said

"This is the only way it's got to be done" the man said as he levelled his gun at the coward

"Enough of that" Spiderman said as he yanked the gun out of the man's hand and landed behind him, and upon the man turning Spiderman saw the white skull "And suddenly I'm realising that I didn't think this through" Spiderman gulped because standing before him was none other than the Punisher!

"Out of the way pest" the Punisher said as he aimed at Spiderman who stood there

"Why should I?" Spiderman asked

"He killed a friend" Punisher said

"Which one?" Spiderman asked

"NYPD Sergeant Ben Parker" Punisher said making Spiderman look over at the wimp

'this cowering piece of snot is the one who killed my uncle...I know I should help him, but just this once I could not choose to be responsible' he thought 'No I can't, it wouldn't be right, only this is the guy who shot Uncle Ben; what should I do?' he asked before the sirens of the police cruiser he rode here on sounded, soon out of the car came Jefferson Davis and Yuri Watanabe, the two cops that so far had Spiderman's back, with them there he could get out of there quickly

"FRANK! DROP THE GUN FRANK!" Jefferson said

"Don't try to stop me Jeff, you know who this guy is" Frank said

"Then let us do this the way he taught us to" Jefferson said aiming at Frank

"I can't do that" Frank said

"Why?" Yuri asked

"He knows where Addy is" Frank snarled

"Who's Addy?" Yuri asked

"Adelaide Castle, my last surviving family member" Frank said

"Shit" the police officers said

"Surviving family member?" Spiderman asked curious

* * *

"It pains me to see this Frank" Capt Stacy said as Frank was brought in after being arrested

"Yeah same here" Frank said

"Take him to holding" Capt Stacy said "And did you get Carradine?"

"Negative sir, by the time we got Castle Carradine had fled" Yuri explained

"I see, thanks" Capt Stacy said pouring himself a cup of coffee and sat at his desk

"Heads up, Brock's here" Jefferson said

"Must have heard" the police captain muttered

"George, how are you?" Eddie asked as he and Peter walked in

"Stressed, we just caught a big fish" Capt Stacy said

"Tuna, Snapper, Marlin, Great White?" Eddie joked

"Frank Castle" Capt Stacy said

"You actually got him, like in cuffs and what not?" Eddie asked shocked

"Yeah" Capt Stacy said

"Um, I know this might sound dumb but who's Frank Castle?" Peter asked

"Seriously, I thought you dove through the Bugle archive every chance you got" Eddie said

"I haven't reached that far back" Peter said

* * *

"Castle was good, real good he served as a US Marine Corp Scout Sniper in Operation Desert storm, upon returning back to New York he transferred over to the NYPD to help out in forming a counter-terrorism unit of SWAT, but that was after he did his basic police training, overseen by your uncle when he was still a detective, like Jefferson and Yuri here. After he transferred to that CT SWAT unit he was called away on a drug bust which was funding the Ten Rings' operation over here, at the same time his family was setting up for a reunion. Three hours later Frank was kicking back with his family having a cold one in the park when members of an unknown gang show up the same time as another gang" Capt Stacy said

"We identified the second gang as the Gnucci crime family" Yuri said

"He's family was caught in the crossfire, heck Frank did as well, but some reason he was the only one strong enough to pull through" Jefferson said

"Then after that he decided to target the Gnuccis, after that anyone and everyone was fair game to him, no matter what kind of messed up stuff they were into guns, drugs, people Frank sought them all out and ended them" Yuri said

"We've been trying to bring him in some he could get some help, the mayor wanted to leave him alone as long he stuck to the gangs. But he over stepped the line one time and it was one of the worse things I've ever seen" Capt Stacy said

"Meaning?" Peter asked

"He went after a tech company that was doing human experimentations, the subjects were being delivered by the last remnants of the Gnucci and this company had hired help, a small upcoming PMC that was run by Billy 'The Beaut' Russo an old comrade of Castle's during Desert storm, rumours are one he came back Billy fell in with the likes of Howard Saint and later Ma Gnucci. Well Frank didn't exactly like, especially when he heard it was Billy himself who shot Frank's wife and kids" Yuri said

"Oh dear" Peter said

"Yeah, he tore up the lab pretty bad" Jefferson said "And since that day we've been trying to arrest him"

"It was only luck that he went after Carradine" Yuri

"I see" Peter said

"You okay there Pete?" Jefferson asked leading him to another section of the station

"Yeah, maybe, I'm not sure" Peter said

"You wanted him to take down Carradine huh?" Jefferson said

"Is that a bad thing?" Peter asked

"I'm not sure" Jefferson said

* * *

"So why are we letting Frank go?" Yuri asked

"I'm asking myself the same thing" Jefferson said as Spiderman watched over head

"Hey Jeff" Frank said

"What is it?" Jefferson asked

"That boy from before, was he Ben's nephew?" Frank asked

"Yeah, what about it?" Jefferson asked

"Feed the kid a damn steak or something" Frank said as he walked off

"Well do, you just find your niece" Jefferson said before it started to rain. Spiderman leapt off the wall he was on and followed Frank a fair bit as he turned into an abandoned warehouse, which was basically a small armoury, Spiderman crawled in side and saw it was set up like a military bunker and a police operations room

"So how long did you follow me for?" Frank asked

"The police station" Spiderman said landing on the floor

"Are you the reason I was let go?" Frank asked

"No, I wasn't" Spiderman said "So what is all this?" he asked

"A war, a private one" Frank said

"And how does Dennis Carradine fit into things?" Spiderman asked

"He is usually a low tier burglar, but he moonlights as an informant, finding things for people, one of those things was my long thought dead niece, that is why I was after him" Frank explained

"And that fact he killed your training officer?" Spiderman asked

"I only learnt of that recently" Frank said preparing some ammo

"So what are you going to do?" Spiderman asked

"Simple, I'm going to get the information out of him on where my niece is and then I'll deal with him" Frank said grabbing his skull marked armour

"What if I can get that information out of him for you?" Spiderman asked

"Alright, but let me guess you want him in prison" Frank said

"Naturally" Spiderman said

"No, I'm not going to do that bullshit" Frank said "He's going in the ground" Frank said about to grab the gun when Spiderman webbed his hand to the desk "Seriously?" he asked

"Yeah" Spiderman said "Now think about what you done"

"You're not going to get him to talk" Frank said as he fumbled for the knife close to him "You don't even know where he is"

"Try me" was all he said as he walked off

* * *

"Maybe I should have lead him to Carradine, then I could have actually gotten justice for Uncle Ben, but again I don't think he would approve...wait about Officer Davis and Detective Watanabe, if I tell them where they can find Carradine and arrest him and get the information, or I could drop him off of somewhere high, no that's too much like the Punisher, not someone I really should emulate" he muttered webswinging through the city "Why am I even thinking about this, he's a criminal and they should be in prison" he sighed he then continued swinging through New York silently with his thoughts. Unaware that a certain man's van was following him. Spiderman soon arrived at the place he was looking for, an old Skulls hideout which was abandoned since he took down Bonesaw. He then went inside and found Carradine raiding one of the caches that was left behind

"I should get out of town, maybe Jersey I hear its nice this time of year" Carradine said

"CARRADINE!" Spiderman shouted as he webbed up the villain and lifted him into the air and glared at him "So finally nice top meet you"

"Hi" Carradine stuttered

"Now we need to talk" Spiderman said

"About what?" Carradine asked

"People, namely Police Sergeant Benjamin Parker and Miss Adelaide Castle" Spiderman said

"what about them" Carradine said

"First where is Miss Castle?" Spiderman said

"I'm no snitch" Carradine said

"Okay, have it your way" Spiderman said as he loosened his grip on the webline holding up Carradine, making the crook descend a bit

"Alright, Alright last I heard she was in Miami waiting for her new employers to pick her up" Carradine said as Frank looked like he was about to fire

"Now the cop you shot, why did you do it?" Spiderman asked

"I wasn't going to but that damn siren spooked me and so I shot him, I wasn't going to I swear, especially with that kid there, I was just pointing my gun at him to get the cop to back off!" Carradine said panicking

"Okay then" Spiderman said webbing Carradine into a cocoon and lowering him, once that was done Spiderman headed outside, "Did you get that?"

"Yeah I did, thanks kid" Frank said walking off

"That's it you're leaving?" Spiderman asked

"Yeah I am" Frank said "Got to pick something up in Miami"

"Good luck" Spiderman said before swinging off

* * *

"So Carradine's in custody and Frank got away, you okay with that sir?" Yuri asked

"I am for now, do you know where he is headed off to?" Capt Stacy said

"Miami, he said that Carradine gave up some information that she was there" Jefferson said

"Sir, what do you think the Parkers will do upon hearing about Carradine?" Yuri asked

"Probably cry, May's been unstable of late, but I'm worried about Peter. I think he's dealing with a lot of things and being a teenager a death in the family is a lot more hard to deal with especially since it happened in front of him, I just wish I could help him is all" Jefferson said sounding down

"We all do" Yuri said

* * *

Peter was sitting in the stairways looking down when he heard footsteps so he moved over

"You okay Tiger?" Mary Jane said sitting down next to him, Harry was behind him with Gwen

"No, I'm not. There have been days when I thought I have been, but just lately I haven't been" Peter said

"You want to talk about it?" Ben asked as he joined the group

"I probably should" Peter said "They said that it was an accident that Uncle Ben was shot, the police sirens spooked the guy, but if I had moved at that point, he might be alive...guys I'm the reason Uncle Ben died. It's my fault and now I have to live with that" Peter said as a tear leaked out of his eye.

"No, no its not man" Ben said

"He did it because he loved you" Mary Jane said

"No matter who tells me that, to me I'm the reason Uncle Ben was killed" Peter said about to cry

"Hey man, look it's okay to be sad about this, but you can't let the sorrow and pain take control of this" Harry said pointing to Peter's head

"Then how?" Peter asked

"Stay positive" Gwen said "And come to us if you ever feel down"

"Because we'll be there to pick you back up" Ben said

"So I heard Spiderman detained your uncle's killer" Mary Jane said turning it to a better topic

"Yeah, but the Punisher was after the killer as well" Peter said

"I'm guessing a part of you wanted it to be the Punisher that had dealt with him" Harry said

"Yeah, but now it doesn't matter" Peter said getting up and walking off "He's been dealt with" he said a bit sad, but then Gwen and Mary Jane surprised him by hugging him tightly. There and then he just broke down and did something he hadn't time in all the time since the shooting...cry

"Let it out man, just let it out" Ben said rubbing his cousin's back. "We're not going to think any differently of you"

"Thanks man" Peter said

* * *

**G'day Guys Grizz here asking what would you do if someone was going to kill the killer of a loved one, would you just stand there and let it happen or try and prevent? That is the question I had Peter ask him while tying in a modified Punisher mythos as well as giving the guy a break by giving him a niece that was alive, but that opening question is what I based this chapter off of, because in most forms of media Spiderman does get the killer, here the killed got away in all of the chaos not to mention we have Peter actually blaming himself for ben's death while he's friend are trying to pick him up which is something we don't see much anywhere outside of fiction. But to Peter these friends are important since they keep him from going to dark places in times like these**

**So until next time I'll catch you on the flipside**


	8. A Scorpion's Sting

Spiderman was once again chasing after Screwball

"I swear, when I catch you I'm going to rip your wings off" Spiderman said before he's spider sense went off, "WHOA!" he shouted dodging a small missile. "What was that?"

"Hey spider!" a voice shouted

"Okay so who is this clown?" Spiderman said

"Nice to meet you, I'm Mac Gargan" he said

"Um, okay why are you telling me that?" Spiderman asked

"Because I thought it would be polite to introduce myself but I kick you backside" Mac said

"Sure thing" Spiderman said webswinging away "I'm low on webbing"

* * *

Once Spiderman reached the lab and grabbed some more web fluid before he turned to the computer and accessed it while removing his mask

"Computer search for Mac Gargan" Peter said

"Macdonald Richard Gargan, born sometimes in the 1980s, he joined SHIELD's frontline peacekeeper unit until he was kicked out for blackmailing several wealthy families for 'protection money' eventually he became mercenary working for several criminal outfits including the Maggia, Kingpin, Tombstone, Crime Master and the Big Man" a voice said shocking Peter who looked behind him and gulped "So nice to finally meet you...Spiderman, your father talked about you a lot. You look just like him" the voice said

"And you are?" Peter asked setting his shooters to impact mode

"Nick Fury, director of SHIELD" Fury said walking into the light

"Nope, not happening" Peter said

"Excuse me?" Fury said shocked

"I mean, why would SHIELD know about me, and know who I am" Peter said

"Your dad worked for us, he was one of best and brightest scientists, also you're using the work he did for an experiment project" Nick said

"And that was?" Peter asked

"An attempt at the Super Soldier that created Captain America. We decided to shop around for someone to make the serum but decided to develop the tech for this new super soldier in house, so we approached your father to work for us. He agreed and thus Parker Laboratories was born. Of course the serum attempts were a failure so we shut them down and most of them agreed. All but one; this one was trying to use Spider DNA in conjunction with the serum. Of course it was mostly a failure except for you; so we decided to keep an eye on you just in case you started to go rogue which you didn't and I think I know why" Fury said

"My Uncle Ben" Peter said looking down

"I had the pleasure of meeting him once and I have to say he was the very definition of a good man" Fury said

"So why now?" Peter asked "Why not when I was facing Mysterio"

"Please, Mysterio is a two bit illusionist even if he does have magical powers" Fury said

"Wait, wait, wait, wait he has magical powers?" Peter asked

"Yeah he has limited knowledge on the same type of magic that Dr Strange uses" Fury said

"What about Frank Castle then?" Peter asked

"Like he would do anything to do beside force steak down your throat" Fury snorted

"Screwball?" Peter asked

"She's not even on our RADAR" Fury said

"I've had to deal with that nutball five time in the past month or so" Peter said

"We understand that but she is just another attention hound, to put it nicely" Fury said

"Okay" Peter said "But why now?"

"Like I said Gargan was former SHIELD, and when he was at SHIELD he stole something" Fury said

"And that was?" Peter asked

"A prototype exo-skeleton" Fury said

* * *

"Well that's just great, now I've got an ex-SHIELD agent after me with an exo-skeleton that he stole, great it can't get any worse" Spiderman said as he swung around town, "So how do I draw him out?" he asked while landing on a roof

"You can try calling" a sultry voice said as they laying on the roof Spiderman landed on was Black Cat enjoying the sunlight with her suit unzipped all the way to her waist "So what's up Spider, did you miss me?" she said sitting up while zipping her suit up so the zipper sat snugly under her bust

"We have got to stop meeting this way" Spiderman said

"I know, well you could always call me, but that would mean we need to reveal our identities to each other and I don't know if that will do for you" she said

"Do you ever wear a bra with that thing?" Spiderman asked blushing under his mask

"Yes and no, I stitched a bra into the inner lining" Black Cat said

"Interesting, never mind that, and how am I suppose to call him out?" Spiderman asked

"I don't know" Black Cat said shrugging

"Cat" Spiderman groaned

"What, I have no idea!" she said "So who is this guy?"

"Someone who stole some serious tech" Spiderman said

"So who exactly" Black Cat said

"You can call me the Scorpion!" a new voice said making the two look over to where it originated from

"What is that?" Black Cat asked shocked

* * *

Mac Gargan had shown up wearing a green high tech suit with his helmet resembling that of a scorpion's head, clawed gloves and a massive scorpion tail on his back

"Are you happy to see us, or is that a tail?" Spiderman said

"Really?" Black Cat said

"I quip when I'm nervous" Spiderman said before they had to dodge a glob of green liquid which quickly ate through the roof

"What is that?" Black Cat asked

"Oh just a little acid I whipped in my spare time, you see this sting has four settings, poison, acid, blade and laser. That was the acid setting" Scorpion chuckled

"That's some crazy acid" Black Cat said

"And its potentially worse than Hydrochloric acid" Spiderman said "Maybe even Hydrofluoric acid"

"How bad is that?" Black Cat asked

"Pretty bad" Spiderman said "Come on we'll head to my lab" he said quietly

"Okay" Black Cat said as the two was about to jump when some of Scorpion's acid splashed Black Cat's leg causing her to miss the up

"CAT!" Spiderman shouted diving after her, catching her and swinging off.

"My leg, it burns" she groaned

"Okay hold on" Spiderman said before getting her out of there.

* * *

"On the bed, easy now" Spiderman said before he examined the wound. "This isn't good"

"Will it leave a mark?" Black Cat panicked

"Hold on, computer scan substance ASAP!" Spiderman said as a scanner appeared and started scanning Black Cat's wound. Spiderman quickly removed his mask so he could focus on the screen, not caring if Black Cat saw who he was. Her life was in danger "where did he get this from?"

"Match found, substance is called Stinger acid and was made to dissolve stone and steel, audio file found" the computer

"Play the file" Peter said

"Stinger acid, the idiot who made this should be locked up since this stuff is dangerous, one splash or drop on human skin and it will slowly burn through it. Seriously I would like to get my hands on the moron who made it, anyway I was able to make a counter-measure to it, just in case things get out of hands and someone runs a fowl of this stuff. I have given my recommendation to SHIELD to grab any and all traces of this stuff and lock them away, but that would make things worse since that would lead to someone being able to use it for a type of weapon, and I can't allow that to happen" the audio file of Richard Parker said

'Computer give me the countermeasure" Peter said pulling on his mask as a small canister, which he grabbed and spray on Black Cat's wound making the acid stop

"The countermeasure will also help healing the affect area" the computer said

"Good" Spiderman said "Now how to handle Scorpion?" he asked

"Ugh, what happened?" Black Cat asked

"Scorpion's acid splashed on your leg and I brought you back here to treat your wound" Spiderman said

"Thanks, so anyway what's the plan?" Black Cat asked

"I'm not sure, he's gotten something really dangerous" Spiderman said

"What is that?" Black Cat asked

"The acid, but not only that he properly has some other dangerous gadgets in his tail's stinger" Spiderman asked

"So how are you going to beat that?" Black Cat said

"I'm working on a new type of web ammo" Spiderman said

"what will it do?" Black Cat said

"That's a secret, but it should help" Spiderman said

"So how are we going to find him?" Black Cat asked

"Don't worry I managed to place a tracer on him, so we'll be able to track him" Spiderman said

"Okay so where is he?" Black Cat asked

"Daily Bugle Plaza, which is not good" Spiderman said

"What why?" Black Cat asked

"Because its only five minutes away from here" Spiderman said

"that's not good" Black Cat said

"Come on" Spiderman shouted

* * *

J Jonah Jameson was in his office with a glass of spirits

"What's up boss?" Betty asked

"Something is up with how Parker gets his photos" JJ said looking at a few of them

"Maybe he got lucky" Betty said

"I don't know, so all I could know he is this Spiderman" JJ said

"So what don't you like about him?" Eddie said leaning against the wall

"What makes you think I hate him?" JJ said

"Those" Eddie said pointing to various headlines saying that Spiderman was a threat and was in cahoots with various villains

"Why else would he wear a mask?" Jonah asked

"To protect those he loves" Eddie said "So why do you really hate him?"

"I don't know. It changes" JJ says as he looked down into the plaza seeing a figure in green attacking

"Jonah?" Betty asked concerned

"Eddie, get the police" Jonah said

"What why?" Eddie asked

"Someone's attacking the plaza" Jonah said

"Got it" Eddie shouted running out before grabbing his phone and dialling the police

* * *

"Okay so how are we going to get big and green away from the people?" Felicia said donning her normal clothes

"We're not doing anything, I'm facing him" Spiderman said

"What?" Felicia asked "How come?"

"Because you're still recovering, besides if he doesn't see Black Cat then he won't attack you while you're getting the civilians out of the way" Spiderman said

"Okay then" Felicia said pulling out a small handgun and ran to the side while Spiderman swung out just in time to save a little kid from Scorpion

"So the spider finally shows up huh?" Scorpion asked

"Okay Scorpie, why are you attacking the Bugle?" Spiderman asked

"Why not, it was the easiest way to get you out into the open" he laughed

"Oh mama" Spiderman said before ducking the tail.

"Time for some nice hot acid" Scorpion hissed as he switched his stinger to its acid shooter and fired some at Spiderman, who leapt back to avoid it before switching to his new webbing type on the acid countering it "What, how did you do that?"

"I found the counter to your acid" Spiderman said

"So, you've got access to the SHIELD database" Scorpion said "Which means you know Fury"

"why the gripe against him, when you became a merc?" Spiderman asked

"Because he kicked me out of the organisation" Scorpion said "Said I was mentally unstable" he laughed

"I can see that" Spiderman said before he dodged more acid while countering until the cartage clicked to his normal webbing, Scorpion smirked upon hearing this and tried to fire some more acid at Spiderman, only to have nothing come out, so he growled and opened the stinger up allowing him to switch the stinger's function, it also allowed Spiderman to see the mechanism as well, so he fired a web strain into the mechanism jamming it.

* * *

"NO!" Scorpion said as he closed the stinger again before drawing out a curved knife and placed it on the stinger "I guess I'll take you down with this" he said using his stinger to stab at Spiderman who kept dodging it thanks to his spider sense, but sometimes it was a narrow missed for Spiderman

'I have to make sure he can't use his tail, but how?' he asked before he came up with an idea. "Over here bug"

"Oh that's it, I'm an arachnid just you moron" Scorpion said

"So you are" Spiderman said as he leapt over Scorpion "But I'm smarter then you" he said shooting web at him,

"WHAT!" Scorpion shouted as he tried stabbing Peter with his tail again, only for it to be stabbed into the ground, giving Spiderman just enough time to web it to the ground and then leaping onto the villain's back and saw where the tail was linked onto the back

"That looks important" Spiderman said firing to webs on the base of the tail and ripped up out of the socket before throwing it away, to which Black Cat jumped into the fray and grabbed the tail with her grappling hook, swinging it around to smack Scorpion in the face with it before Spiderman landed and threw an uppercut under Scorpion's chin launching him into the air

"Shall we?" Black Cat asked

"Let's" Spiderman said as the pair grabbed Scorpion's legs and smashed him into the ground

"3...2...1...And he's down for the count" Black Cat said as Spiderman webbed him up

"Yeah he is" Spiderman said before a couple of SHIELD agents showed up to take him in

"thanks Spiderman we'll take it from here" one of the agents said

"no problem" Spiderman said

"So what now?" Black Cat asked

"Simple, we chill until the next villain arrives" Spiderman said

"Okay, but first" she said placing a small kiss on his cheek.

"Wow" Spiderman said blushing

"Who knows, it might be even better next time" she winked before skipping off happily

"I can dig that" Spiderman said, what Spiderman didn't see was that Eddie Brock had captured the fight and the kiss with a small camera

"I wonder where Peter is" he said "oh well, he's going to flip when he sees these" he said

* * *

**G'day Guys Grizz here with a new chapter, one I had already written up (I'm currently writing chapter 11 as of this posting) because I had the chance to see Spiderman Far From Home which was really good; I recommend you go see it but be careful since there are some really emotionally heavy hitting scenes**

**Now onto the chapter which see the Scorpion who was a former SHIELD agent instead of a private investigator which leads to Nick Fury showing up to help out while giving some history to things I've already set up plus another Black Cat appearance maybe seeing Peter's true identity maybe, plus we have a moment with J Jonah Jameson and why he may dislike Spiderman **

**Now I want to should out two good Spiderman fics I've been reading lately conholio4's Marvel Earth 2: Spider-Man and Mrotrax's Spider of the Rangers, so if you want to check those out you can trust me you'll enjoy them and until next time I'll catch you on the flipside**


	9. A Lizard's tail

Down in a sewer a man was holding his amputated arm in pain as he thrashed about down in the water

"It hurts, it hurts" he said as he collapsed against the wall of the tunnel he was in "I need to reach my lab" he said before he hissed in pain before he continued to walk, with each step he felt the stump of his arm throb in pain. It became too much for him and he collapse. "Not now" he said before he passed out in pain, soon roaring in pain and getting up and jumping onto the roof and crawling along the roof, hissing in rage as his tail flicked back and forth. Soon he unleashed a roar for fury

* * *

"WHAT!" Peter said seeing what the Daily Bugle had published, which was the kiss Black Cat had given him after finishing off Scorpion

"Okay so who is that and why is she kissing Spiderman?" Anya asked

"Black Cat, she's a thief turned hero" Ned said

"Didn't she help Spiderman a couple of times? MJ asked

"Yeah she has" Peter said "But who took it?"

"Eddie Brock" MJ said looking at the caption

"Eddie, seriously man?" Peter asked

"Okay, okay class take your seats please we're about to begin" a man said as he walked into class, he was a bit chubby and wore cream trousers, white formal shirt, red bowtie, an argyle vest coloured green with white and orange with a lab coat over top

"Where's Dr Connors, I thought he was going to be taking us this term?" Gwen asked

"I'm afraid he has vanished, so the school has asked me, Dr Otto Octavius to take over until he is able to come back" Dr Octavius said

"Okay, I guess that's cool" Harry said

"Ah, thank you Mister Osborne, now I believe it is time for some chemistry, tell me have you explored the effects that water has on some metals?" the doctor asked smiling as he got the materials he wanted to demonstrate out while "This will be a blast" he chuckled before noticing he was missing something "Now just hold on while I'll go and fetch some protective gear, so study your books" he said as he left the classroom.

* * *

A couple of minutes after their teacher left the room, they noticed that the room was warming up a bit, a few of them coughed and adjusted their collars, Peter shook his head to focus on the material he was reading when his spider sense was triggered by something

'what is setting that off?' he thought standing up to look around, he noticed that most of the class was feeling the same effects as him, but something like heat wouldn't set off his spider sense, so what was

"Peter?" Anya asked walking up to him

"You okay?" he said catching asked

"Not really, but in a way I am" she said pushing Peter up against the wall and started to give him bedroom eyes before leaning in and kissing him

'What is happening?' Peter thought before the room suddenly felt cooler. Anya broke the kiss off and blushed

"I'm so sorry, it was like I couldn't" Anya said

"That was dangerous, now everyone to the gym locker showers and then get changed into your gym uniform, once you have done that put your clothes into the plastic bags I will provide so they can be quickly cleaned" Octavius said

"Sir, what was that?" Ben asked

"Something dangerous" Octavius said as he looked at the clear substance, "something I also thought that I wouldn't see again in ages"

"What's that?" Peter asked

"Not now, just do what I have asked please" Octavius said looking distressed 'Is he finally back, because if he is that means the city has something to dread' he thought 'Plus if he is back I think I have figured what has happened to Curt' he thought

* * *

"So what happened?" MJ asked as the group got together

"I have no idea, one minute I'm studying chemistry, the next I know is that my lips are pressed against Peter's" Anya said

"Did you guys feel hot?" Ned asked

"I did" Ben said

"So what was that?" Oliver asked

"It could have been some sort of pheromone based effects, but I have no idea what would do that though" Cho said

"Okay so someone set off a Love plague, or lust cloud right?" Ben asked

"That wasn't love" Cindy said

"But who?" Peter asked

* * *

Under the school, the sewer monster was entering via a hole in the wall it create. It sniffed the air looking for something; what it found was the boiler. So it roared and broke the boiler increasing the temperature making it warmer causing the monster to feel sleepy so he curled up and started to absorb when it bolted up and shook its head before exiting the room and stumbled into the hallways and started to walk down the hall groaned

"Where...how did I get back to the school" the monster said "What has happened to me" it said shocked to see that it was covered in dark green scales. "No, what has he done to me" he said smelling the air. "No there are students in the hallway and judging by their smell it's the chemistry class; so that lab is empty; good that means I can find out what has happened to me" he said heading for the lab

* * *

"Sure what is going to happen right now?" Cindy asked

"How about not heading in there" Flash said

"Why?" MJ asked before looking in top see a 8 foot human lizard sitting down while looking at a microscope

"Fire alarm?" Oliver asked

"Why not?" Gwen asked as the group crept over to the door

"I'm going to tell Principal Morita" Cindy said

"Okay" Harry said "Peter, come on...Peter?"

"Where is he?" Gwen asked

"Come on" Anya said

"He better not be heading for that lizard dude" Flash said

* * *

Peter had run to his locker and pulled something out of it revealing it to be his spider-suit and webshooters. He quickly slipped them on and pulled the mask on before jumping onto the roof and started crawling towards his class, once at the door he leapt down to see that the Lizard was still there

'Oh boy' he muttered as he opened the door and quietly entered, closing it before jumping onto the roof. He moved slowly as not to upset the lizard, he noticed that it was writing something down, which looked like chemical and genetic information, so he's curiosity got the better of him and he landed and looked over the monster's notes; it was incredibly detailed and advanced "Interesting" he said before he looked up to see the monster's golden eyes looking at him "Um...hi"

"Hello" the monster said before swatting out of the classroom. Spiderman barely got out of the way when he was dived bomb

"Easy there Lizard, I'm not try to hurt you" Spiderman said closing his jaws with a bit of webbing making the Lizard look annoyed at him before simply snapped his jaws opened to break the webbing shocking Spiderman which gave Lizard enough time to swat Spiderman to the ground

"SPIDEY!" two voice shouted out

* * *

"Oh you have got to be kidding me" Spiderman said looking up to see Flash and Ben standing behind the Lizard, Ben signalled to Flash to go left while he went right, the Lizard looked down at Spiderman snarling before looking up just in time for Ben and Flash to try and pull off a shoulder tackle which did nothing but send the two to the floor

"What is he made of?" Flash asked

"Scales, he's made out of scales which are tougher then skin" Ben said "WHOA!" he said opening his legs to avoid the claws of the Lizard who scowled at him. Ben then scurried back before getting up and running off. Lizard roared and went to run after them, only to be stopped, looking back Lizard saw Spiderman holding on to his tail

"Got you now" Spiderman said as the Lizard smiled and lifted his tail "Uh oh" he said as he was whipped about by the tail and upon being thrown off landed on Ben and Flash

"Spidey, you okay?" Flash asked

"I can taste my spine" Spiderman said

"Good to know" Ben said as the trio got up, only to see Lizard snarling over them, he leaned back before roaring in their faces

"CURT DON'T!" Ocativus said running around the corner

"Wait, Curt as in Dr Curt Connors?" Spiderman asked

"That's our science teacher?" Flash asked

"What happened to him?" Ben asked

* * *

"Otto is that you?" Lizard asked

"It is my old friend, what happened to you?" Otto asked "Was it you know who?"

"Wait, Voldemort did this to Doc Connors?" Flash asked making everyone look at him "What I read"

"No, no this may have been done by an old foe; one I dreaded seeing again" Octavius said

"Who was he?" Ben asked "And what did he do?"

"You wouldn't have know him, but I can tell you he was brilliant but corrupt scientist who had a mind for the dangerous. One of these was highly volatile genetic experiments on humans; of course he was discovered and a panel of his fellow scientist blacklisted him and had him dragged off by SHIELD, for years we didn't hear anything from him until ten years ago when he struck" Octavius said before he turned to Dr Connors "And I believe one of our mutual students has also felt that price"

"Which one?" Ben asked

"Peter Parker! We believe that this deranged man did something to his father Dr Richard Parker" Lizard said "We believe he was the one who caused the accident that killed them"

"Man, I knew about the accident, but to think it was planned out, Peter went through a lot when that happened" Ben said

"Then what happened to turn Doc Connors into the Lizard here?" Spiderman asked

"I was injected with a serum created from reptile DNA a and upon looking at my own blood, something infused with trace amounts of eradiated blood, while the radiation is gone the effects remain" Lizard said

"What kind of radiation?" Ben asked

"Gamma" Lizard said

"Gamma radiation! That means!" Spiderman said

"Yes, I was injected with a serum that combined Lizard DNA with the Hulk's blood" Lizard said

"Can you find a cure?" Octavius asked

"Highly unlikely, but maybe I can control the change like Banner does" Lizard said "And then I will be able to help take him down and makes sure he stays down" Lizard said

"Who are you talking about, maybe I can help" Spiderman said

"Highly unlikely" Octavius said

"Try me" Spiderman said swinging to the floor and grabbing a syringe

"And what are you likely to do with that?" Lizard asked "You can't get through my scales" he said before his tongue was grabbed and stabbed with the needle

"Impressive" Octavius said smiling

"Okay I'll get this to a lab I've been working with" Spiderman said

"Okay" Lizard said

* * *

"Incredible, he wasn't kidding" Peter said examining the sample under an electron microscope which was displayed on the screen, "He wasn't kidding about the lizard DNA, thought I'm detecting several types, the main one being Iguana, thought they are trace amounts of Crocodile, Goanna, Gecko and even Komodo Dragon, but what worries me is the part that was created using Hulk's blood; that opens up a whole new Pandora's box of questions. Because due to what I can understand the Hulk's transformation is triggered by the body's natural 'Fight or Flight' response flooding the body with adrenaline, that in turns activated the gamma in Banner's body causing him to shift into the Hulk. Now I believe that the Lizard concoction in some way damaged the transformative properties of the Hulk blood making sure the Lizard's transformation is one way" he noted as he looked something up on the lab's computer and saw that was some kind of counter-agent to the lizard serum. Peter quickly grabbed it with the dispenser and ran outside.

"I hope things aren't too bad" he said as he returned to the school, to see the Lizard was now going berserk on the football field. "What happened?"

"I'm sorry it's my fault" Cindy said, "I got a text message and the sound set him off"

"Don't worry I've got this" Spiderman said

"Yeah well, you might want to hurry" Cho said

"Why?" Ben asked

"Because we've got the police and SHIELD on their way" Cho said

"Great, at least I can talk to them" Spiderman said as he leaped into action tackling Lizard and webbed his tail to the ground "Sorry Doc but this isn't going to be easy" he said getting the dispenser ready to inject the Lizard, only for the Lizard to rip his tail up "Uh oh"

"Dog pile" Flash said as the football team jumped on the Lizard's tail, this caused the Lizard to turn around and snap at them, but luckily MJ and Cindy wrapped a rope around his jaws and pulled it tight

"Spiderman, NOW!" Gwen shouted

* * *

"You got it" Spiderman said stabbing the needle in and pulling the trigger injecting the serum making the Lizard shrink down from 8 foot to about 6 foot, his snout disappeared, his scales became more skin like and lighter and his claws shrunk

"My goodness, is anybody hurt?" Connors asked

"No, but you should get out of here" Spiderman said

"I can't and I won't, I nearly hurt my students" Connors said

"So what are you going to do?" Spiderman asked

"he'll be placed in a specialise lab where he can help us while working on the cure to change him back to human" Fury said as he walked out of the shadows

"Will he be hurt?" Gwen asked

"No, in fact it will probably more comfortable for him then out here" Fury said "And don't worry I'll make sure he can teach you as well"

"Thanks Fury" Spiderman said

"Don't thank me just yet Spiderman" Fury said "We still have some things to work on together" he said escorting the Lizard to a Pave Low helicopter "And trust me, I'll be keeping my eye on you"

* * *

**G'day Guys Grizz here and that was the Lizard chapter, not exactly the way he is usually protrayed in the various form of Spiderman since he's more of monstrous villain, in this he'll be a heroic mentor character who will step up in future chapters including an upcoming one, plus I also set up a ship-tease with Anya even though I have chosen the love interest already**

**So until next time I'll catch you on the flipside**


	10. Shock and Roll

"So where is it?" a voice asked as he walked around a lab, this was Herman Schultz a master thief who was looking for something in the R&D department of Stark Industries. Something very valuable he was hired to steal, but he didn't know what it was until he came upon a cylinder of a silvery blue metal and scanned it, he smirked upon realising what it was

"Perfect" he said as he placed the cylinder in his satchel before he retreated outside of the department

"Hold on you" Spiderman said as he leapt into the air and landed in front of Herman "I think its seriously late to be working isn't it?"

"Spiderman, you've been making a pest of yourself" the thief said

"So what did you take?" Spiderman asked

"Noneya" the thief said

"What's Noneya?" Spiderman asked

"NONE OF YOUR BUSINESS!" the thief said pulling out a high tech bomb and throwing it at Spiderman before it released a bright light

"What was that?" Spiderman asked "And where did he go?" he said blinking "I think I need to add some optical upgrades" he said before swinging off

"See you later Spider" Herman said as he ran off the opposite direction

* * *

"So this guy breaks into Stark R&D and only steals a cylinder that was silvery blue, what about Spiderman?" Eddie asked a guard as Peter was awestruck at just the tech he was seeing

"He just showed up and the thief threw some sort of grenade which blinded him and me allowing the thief to get away" the guard said

"So what was it he stole?" Eddie asked

"I'm not sure" The guard said

"I think I know" Peter said

"What was it?" Eddie asked

"Vibranium" Peter said

"Vibranium, he stole Vibranium! How did Stark get his hands on a cylinder of Vibranium?" Eddie asked shocked

"I'm not sure" the guard said

"Maybe he needs it for something" Peter said

"But what?" Eddie asked

* * *

"Vibranium has a ton of uses" Gwen said as she was in the lab standing over a microscope

"Such as?" Peter asked as he was working on his laptop when he looked up with a scowl

"What is it?" Gwen said only to see Liz Allen, a mutual friend of their walking past with her head down "Shit"

"What?" Peter asked

"Gabe, he's picked her" Gwen said "I'll be back"

"Gabe, who in the world is Gabe?" Peter asked looking around before finding something "Okay so why would he want that"

* * *

At a hidden location Herman Schultz had placed the cylinder of Vibranium on a mill to create ribbons of Vibranium which he took over a suit being made and threaded it over a layer of foam latex, once he had done that until there was what appeared to be a vest of Vibranium Herman grabbed a piece of yellow fabric and placed it over top and stitched it to make it look like it was composed of quilted squares put on an angle; once he did that he grabbed a brown leather wrestler's vest and pants and left them next to the shirt he was making. Once he had everything he pulled the Vibranium shirt on before he grabbed the brown leather garments and pulled them on and tested the flexibility of them and nodded

"Feels good" he said grabbing a mask and slipping it on. "Now just one more thing to grab" he said walking over to two silver gauntlets which he loaded up with a power source "Now time to say hi to my former boss" he said walking out of his base.

* * *

"Hey Harry" Peter said

"hey Pete what's up?" Harry asked

"Something happened today, and I was wondering if you would happen to know anything about it" Peter said

"Probably what was it?" Harry asked

"She freaked out when she saw Liz and said something about a Gabe" Peter said

"Gabriel Stacy, who older brother; those two don't get along very well considering he's done a couple of years in juvie" Harry said

"And why would he be targeting Liz Allan?" Peter asked

"Because he gets off on bullying girls, each time he picks a different girl and this time its Liz" Harry said "I just wish I could get one good punch in at that sucker"

"Wow, I only just learned of him and I want to slug him" Peter said before an alarm went off on Harry's phone

"Yeah well we got bigger problems now Pete, someone's attacking Oscorp!" Harry shouted

"What?" Peter said looking at the phone alert

"I have to go" Harry said before racing off "We'll deal with Gabe later"

"Okay" Peter shouted "I better get over there as well" he said grabbing his spider gear and booking it

* * *

Harry arrived at Oscorp to see the glass doors were smashed in and the guards were on the floor

"Hey you okay?" he asked running over to one of them

"Yeah we are, but he got away" the guard said

"Who?" Harry asked

"Some guy in a yellow quilt" the guard said

"Sounds comfy" Spiderman said showing up

"Spiderman, what are you doing here?" Harry asked

"I was in the neighbourhood and after the Stark R&D was attacked I thought it would be irresponsible of me not to check things out" Spiderman said

"Thanks" Harry said

"So where is he?" Spiderman asked before his spider-sense went off "never mind he's here!" he shouted as the trio saw a massive supercomputer fly at them. Spiderman acted quickly and webbed it up to stop them from crushing them

"Well, well, well I wasn't expecting to squash the bug, but I bit you'll make me a very rich man, when I offer you head to the highest bidder out of the crime boss" the guy in a yellow quilt said

"So who am I dealing with him? the Quilted" Spiderman said

"Ya'll can call me the Shocker" Shocker said

"Ya'll? what did you grow up in the deep south?" Spiderman asked

"You mocking the south?" Shocker asked

"No, no of course not, just wondering what part" Spiderman said

"Good old South Carolina" Shocker said

"Oh so you're Cajun" Spiderman said dodging a blast from Shocker

"That's Louisiana you dolt" Shocker said

"Even I knew that" Harry said

"Huh baby Osborne, I was looking for you pa, but you'll have to do for now" Shocker said

"Don't even think of it" Spiderman said

"Too late" Shocker said blasting at Spiderman, who used his spider sense to dodge at the last second before he used his webs to propel him at Shocker, kicking him in the shoulder, only to be blasted back by Shocker's gauntlets knocking into the wall while causing his ear to ring loud making him stumble a bit due to his disorientation, once he was back on his feet Shocker was in front of him and punched him in the stomach making him fall backwards. Shocker then picked up Spiderman and threw him at the wall

"SPIDEY!" Harry shouted as he pulled out a guard's gun and shakily aimed at Shocker, who just knocked it out of his hands without looking

"Boys shouldn't be playing with guns" Shocker said

"Always be on your guard" Spiderman said as he fired a web bullet at Shocker knocking him back, Spiderman struggled to his feet and shook his head

"You okay?" Harry asked rushing over

"Give me a minute" Spiderman said breathing deeply to clear his head "And possibly some junk food"

"Sorry, but Oscorp food has at least a four star health standard" Harry said

"Well, that's going in my review of the place" Spiderman groaned "What I wouldn't kill for some Feige's right now"

* * *

Yuri Watanabe looked around as she walked through the Oscorp lobby, the CSI boys were examining the scene while a couple of medics looked after the guards and Harry Osborn, then she reached her destination she dropped a pizza box onto Spiderman's stomach, who opened the box , lifted his mask and tried to shove a whole slice into his mouth

"Yuri, does this pizza have Pineapple on it?" Spiderman asked

"Yeah it does, why you don't think Pineapple should be on Pizza" Yuri said

"No, no I'm the opposite I think there should be more pizza with Pineapple on it" Spiderman said

"Okay, so what happened?" Yuri asked "Swallow then details" she said

"Bad guy was here threatening the guards and Osborn, tried to fight him off, only to take a shockwave to the head, got punched down knocked about a bit then asked for pizza" Spiderman said

"What did this guy look like?" Yuri asked

"He wore a yellow quilt and brown leather, southern accent, probably six foot 2, silver gauntlet that unleash shockwaves as some sort of sonic attack" Spiderman said

"What did he want?" Yuri asked

* * *

"Blast that darn spider, oh well I'll bring down Norman Osborn it the last thing I do" Shocker said removing his mask and throwing it to the side as he sliced more Vibranium off the cylinder before exposing it to his gauntlets' attack before he pulled out a large device "That damn buffoon thinks he's got me right where he wants me, hah I'll show him" Shocker said tinkering with the device. Then he grabbed the Vibranium and inserted it into the device before smiling. "Time to shock the world" he said before placing the device into a duffle bag and threw a leather duster on over his costume and walked past a wall with Norman Osborn's picture on it which had a knife in it

"So what does the Shocker want with the Vibranium and why is he targeting Oscorp?" Spiderman asked as he dropped into his dad's lab seeing a scruffy haired man running around the lab "Okay who is this guy?" he asked as he jumped down and webbing his shoes to the floor "Who are you?"

"Whoa, who, chill out I'm Aaron Aikman, I worked with Dr P before he passed" the guy said

"You worked with Richard Parker?" Spiderman said surprised

"totally, I was his undergrad ten years ago, I was a year into my degree when he died" Aaron said "So you're the guy who's been using the lab huh?"

"Well me and his son Peter" Spiderman said

"Rad, so what do you want?" Aaron asked

"I need to find out how Vibranium can be used for" Spiderman said

"Armour, weaponry, energy, art whatever but judging by the amount that was stolen from Stark could be used for any of those, so I can't help you sorry" Aaron said

"It's alright Aaron, so will you be here often?" Spiderman asked

"Every now and then just to keep the place in order so you and Pete can use it to its max" Aaron smirked "Plus you can call me if you need any upgrades to the costume"

"Thanks man" Spiderman said

* * *

"LADIES AND GENTLEMEN, CAN I HAVE YA'LL ATTENTION PLEASE" Shocker shouted

"What does that madman want now?" Harry asked as heavily armed guards showed

"What I have here is a Vibranium Bomb, it contained 7 kilograms of Vibranium and has the same yield as a kiloton of TNT! So here's what I want. I want Osborn to come out here and apologise for what he did to me and then say goodbye to his son" Shocker said

"Seriously a kiloton, how are you going to do that?" Spiderman asked as he landed on the wall nearest to Shocker

"Simple, Vibranium stores vibration energy before releasing it, and I've been storing a lot of energy in the Vibranium I stole" Shocker said

"How much energy?" Spiderman asked

"Like I said the same power as a kiloton of TNT" Shocker said "And only 5 minutes to bend to my demands"

"Oh no, CLEAR A PATH!" he shouted as he shot a web at the bomb pulling it towards him and swinging off. "I Have to get this into the sky but how?" he wondered

"Spiderman" Yuri shouted from a helicopter "GET ON!"

"You got it ma'am" Spiderman said

"What do you need?" Yuri asked

"to get this as high as you can in about 4 minutes or so" Spiderman said

"Yuri, setting autopilot, and don't worry we'll be billing Oscorp for the copter" Yuri said as she grabbed her gear and opened the door, she was about to jump out when Spiderman pulled her out and swung to safety by landing on the Oscorp building roof. Once they were on the roof Yuri tried to hold back her lunch

"How do you stand that?" Yuri asked

"Practice" Spiderman said as the pair headed inside

* * *

"Well, so much for that plan" Shocker said as he charged his gauntlet and was about to blast Harry when Spiderman jumped in behind him and kicked his feet out from under the villain before leaping away. He then webbed up the gauntlets and pulled them off

"I'll take those" Spiderman said webbing them up high enough that Shocker couldn't get at them. Scowling the insulated villain run at Spiderman who landed on the ground as the Shocker threw a punch; using his Spider-sense Spiderman avoided each one of the fists being thrown at him "I felt some wind on that last one" he chuckled

"Hold still bug" Shocker said

"I'm an arachnid" Spiderman said webbing Shocker's feet and pulling so that he landed on his back. "Around, around the Shocker goes, where he lands" Spiderman taunted before throwing him at a spider web he had set up "The spider had planned" he said dusting his hands off

"Nice work Spiderman, but now we have to wait until the web dissolves" Yuri said "This is Watanabe requesting the crash mat, spider-web this time, gonna be awhile, understood, see you then" Yuri sighed "Hey Osborn Jnr, anywhere I can get a coffee?"

"This way officer" Harry said

"Well that's my cue" Spiderman said taking off. Once he was cleared of Oscorp he looked back "So today was shocking, but I wonder what the deal with Gabe is, I may get to the bottom of it soon" he said swinging away.

* * *

**G'day Guys Grizz here and that was the Shocker's origin as a engineer using Vibranium trying to destroy Oscorp while having a southern accent which is similar to the Spectacular Spiderman version of Shocker and of course we get our first mention of Oscorp which will become a recurring element in this fic leading to a certain character and I'm introducing both Liz Allen and Gabe Stacy and I will reveal Gabe's back story later because it is nothing like in the comics, trust me you don't want to know if you already don't! And trust me when it will be shocking**

**So until next time I'll catch you on the flipside**


	11. Rhino place to hide

"Ah, no screwball, no dumbasses trying to rob a bank, no SHIELD, just me on a web hammock watching New York going by" Spiderman said as the hammock swayed in the breeze. This was a past time he had started to enjoy a fair amount since it was soothing for him. He was about to nod off when a scream woke him and made him fall off his hammock "Asshole criminal, what are they trying to do, can't I get some me time?" Spiderman asked swinging off to where he had heard the scream "So what am I dealing with today?" he asked landing on the street "Did Mysterio return, some thugs, maybe a couple of gang bangers" Spiderman said before he came face to face with someone wearing heavy mechanical armour and metal horn like that of a Rhino's on his face, in fact the whole headpiece resembled that of a Rhino's head "Or an escape Rhino from the Zoo"

"Funny, you stupid spider, for I am not a Rhino; I am **the **Rhino" Rhino said

"Seriously, and where did you get that big idea from?" Spiderman said

"I like Rhinos" Rhino said rearing back before smacking his horn into the ground just seconds after Spiderman jumped out of the way

"HEY! Watch where you put that thing!" Spiderman shouted

"Oh yeah and why's that?" Rhino asked smirking

"I hate being stabbed" Spiderman said

"That's not the only thing you have to worry about" Rhino said before using his horn to stab a car enabling him to throw it at Spiderman, who narrowly jumped out of the way of it before he was forced to dodge again only this time is it was a massive armour fist. Rhino snorted before turning

"Hey where are you going?" Spiderman asked shooting web at Rhino's back while he was walking away, only to be dragged behind him. Rhino snorted again and grabbed the webbing "Uh oh" Spiderman whimpered before he was thrown into the air all while Rhino trundled off, Spiderman looked confused as he had somehow landed on his hammock and looked as Rhino turned a corner. "That was tough" he said laying on the hammock with his mask pulled up over his face to breathe, unaware that someone was watching him.

* * *

"So I'm up against a walking tank with a horn, geez this isn't going to back fire on me or anything" Spiderman said as he swung after the Rhino when he's phone rang "Hello?" he asked

"Peter!" Gwen shouted

"Gwen what is it?" Spiderman asked he landed on a nearby roof

"I'm just calling to check in with you since there is a monster running through Manhattan"

"Where are you?" Spiderman asked panicking

"We're in a nearby coffee shop" Gwen said

"Wait we?" he said dread filling his body

"Yeah I'm with the others, Peter just stay safe, I don't think its seen us yet" Gwen said

"Hold on I'll call the police and get them over here" Spiderman said

"They already are, and they're not faring well" Gwen said

"Hold on, HEY SPIDERMAN! Don't worry Gwen help's coming" Spiderman said hanging up before swinging away "Of all days" he muttered

* * *

"Where's Pete?" Harry asked hiding

"Safe, I think he's sending help" Gwen said

"Who?" Cindy asked

"Spiderman" Gwen said

"Hopefully he gets some good pictures" Cho said looking up

"Down" Ben whispered pulling him down behind a table "And hopefully he won't because that means he'll be here!"

"Oh right" Cho said as he peeked around the side to see Rhino smashing a cop car

* * *

"MOVE IT!" Jefferson shouted as he pulled Yuri out of the way

"Thanks Jeff" Yuri said pulling out her sidearm and taking a couple of shots

"That won't work, you're basically using a peashooter against walking tank" Jefferson said "Any word on SHIELD?"

"Twenty minutes out sir" an officer said

"Great!" Jefferson shouted before he looked up seeing Spiderman had landed behind the Rhino "Yuri, keep firing" he said pulling out his own sidearm and started firing

"Paperwork's going to be a bitch" Yuri said firing as Rhino was drawn to them. Spiderman then jumped into the air and webbed up Rhino's eyes before landing in front of him and punching the only place not protected, his mouth!

"HEY HORNHEAD!" Spiderman shouted "Over here" he shout making Rhino charge at him, only to jump out of the way "You missed" he laughed before Rhino tried again. Spiderman then noticed that the Rhino was looking a bit tired "What's the matter, nappy time already?" the hero asked as Rhino stood still giving Spiderman enough time to leap onto his back before a series of vents opened up unleashing hot air "Hot, hot, hot" Spiderman said jumping back and saw that Rhino was in charging form "Oh great, he has a cooling system, and here I thought he needed to wallow in mud" Spiderman said running as Rhino charged

"SPIDERMAN!" the police shouted in worry

* * *

"Watch where you're pointing that thing" Spiderman said panicked

"ARGH!" Rhino shouted as he charged again

"Okay so he can only charge a certain number of times before his suit has to vent the hot air, which means I have to close the vents before he can cool himself down" Spiderman said as he swung around taking pot shots at Rhino with his webbing which didn't do much since Rhino would break it, soon it was the fight was taken to a construction site and Spiderman used the height to his advantage by crawling over the Rhino when charged forcing him to change direction until Rhino stopped 'now' Spiderman thought jumping into action and webbing up the back vent just before they were going to open, but the others still worked fine venting the hot air.

"So you think that will stop me think again" Rhino shouted grabbing Spiderman and throwing him on the ground, forcing a groan from the young hero before he rolled out of the way of Rhino's foot. "Stop running and fight" Rhino shouted as webbing was shot onto his visor blinding him while Spiderman swung off to check on his friends

* * *

"You guys okay?" Peter said running up to them

"Yeah we are, what about you?" Gwen asked

"Yeah, yeah I am" Peter said

"Who was that guy?" Harry asked

"The Rhino, but that's because he looked like one" Peter said

"I don't think even Spiderman can deal with him" Harry said

"No I don't think he can either" Peter gulped

"Great a Rhino tank on legs, what's next?" MJ said

"Don't say that" the group groaned

"What why?" MJ asked

* * *

"Okay, so what should I do to stop Rhino?" Spiderman asked he sat on a wall looking down at the streets below hoping it would provide an answer, but he shot his head up and looked around "Plus why do I get the feeling of being watched?" he asked the air before swinging away. "Plus that damage he did to his suit in the construction yard probably won't be easy to fix" he said as he dove to the street only for his spider-sense to go off just as a wall exploded behind as the Rhino showed up

"Hey Bug" Rhino said snorting hot air into his face making Spiderman flinch and flip out of the way. "So how should I squish you?"

"How about you don't" Spiderman said firing a web bullet at Rhino before jumping behind him and trying again

"If you're trying to seal my vents, it's not going to work" Rhino said smashing him into the ground while rearing his fist back punching the ground just as Spiderman dodged out of the way and webbed his fist so it wouldn't move, jumping afterwards a bit, Rhino snorted before he turned and ran off breaking the road with his stomps. Spiderman quickly followed the walking tank to a structure still under construction like the last one, Spiderman jumped up onto the roof and looked down as Rhino just stood there

"Okay horn head, time to head back to the zoo" Spiderman said "So give up"

"I don't think so" Rhino said swinging his horn to destroy two support pillars which broke the roof of the upper level, causing it and Spiderman to break through the floor and crash, Rhino just stood there before he stamp off

* * *

"What happened" Spiderman said as he was under a pile of rubble, the biggest of which were the two pieces currently on top of him, he tried to lift them but could move them. He's breathing started to become quicker and shallower "HELP! PLEASE I'M DOWN HERE, HELP, I CAN'T MOVE, HELP ME, SOMEONE, SOMEBODY HELP!" he cried out trying to lift the rubble again, but he gave up and struggled to try again, his panicking was making his spider-sense go haywire, he then heard several large thumps "HELP! PLEASE!

"Help please" his cries were mockingly returned at him by Rhino "Looks like you're stuck" Rhino laughed as he pressed down on the rock causing Spiderman to groan out in pain an increase his panic attack. "But if you stay put then maybe, just maybe I'll get you out" he said walking away a fair bit then turning around and lowering his horn, and kicking the dust up.

'No, no, no, no, I have to get out of here!' Spiderman thought continuing his panic as the Rhino started to charge at him. 'No this isn't the way its suppose to be, I'm sorry Aunt May, Uncle Ben' Spiderman said as the Rhino started to charge at the helpless teenager, he closed his eyes waiting for the end to come for him

* * *

Rhino was mid-charge when something unexpected happened as a woman appeared, flipped over the Rhino and pulled him away from Spiderman.

"I don't think so" she said as she stood proudly, she wore a dark red full body suit like Spiderman's costume, only it revealing her shoulder length light brown hair and on her torso she had a massive white spider insignia. She turned to Spiderman and placed a hand on one of her hips "So you just going to sit there?" she asked

"What?" Spiderman asked before the woman walked over to the rubble and threw a couple of pieces off of the pile on top of Spiderman

"I've been watching you and you have shown some great responsibility, but now I think you need to show some great power" she said happily

"Come again?" Spiderman asked

"I'm basically saying you can do this" she said in a sisterly tone of voice. Spiderman lifted the rubble a bit, so he could get onto his feet pushing more to lift the rubble off of him "That's it!" she shouted cheerfully as with one last mighty roar of courage and defiance he was able to get out of the rubble and stood proudly. The woman then came over to him and placed a hand on his shoulder "Good job, I knew you could do it"

"Thanks, now I want a piece of him" Spiderman said

"Okay, I'll set something up" the woman said swinging off. Spiderman nodded before turning back to the Rhino.

* * *

"Back for more huh?" Rhino snarled

"Yeah I am" Spiderman said jumping into the air and webbing up a piece of the rubble, swinging it into the Rhino landing on the ground, rolling and then popping up to web the lenses of Rhino's helmet while grabbing and spinning around the horn to slug him in the jaw, he then jumped into the air and shot webs at all of the Rhino's vents landing behind him and webbing up his legs, making the rhino themed giant tumble forward. Rhino bellowed as he broke the webbing and pushing up, only to have a car land on him "How was that, enjoy that Horny" he said before flipping off and swinging away, Rhino once again bellowed and got up, charging after Spiderman who flipped over Rhino

"Olé!" he cheered as Rhino turned and charged at him again, albeit a bit slower "Feeling hot under collar?"

"Shut it bug" Rhino said

"Wow, I heard of a person's brains being cooked but I thought that was a figure of speech" Spiderman said

"Why you" he said charging again, only this time Spiderman jumped onto his back and shot to web strains to Rhino's shoulder

"Turn Left lumpy" he said steering the Rhino left

"Right on time" the woman said as Spiderman steered the Rhino into a pit of mud. Spiderman jumped off and looked back to see the Rhino up to his head in mud sighing in relief

* * *

"You okay there Rhino?" Spiderman asked looking at his foe

"Yeah, I'm good" Rhino said

"Real Life Rhinos use mud to cool down and protect themselves from parasites and the sun" the woman said

"Ah" Spiderman said as SHIELD arrived to take the armour villain asked

"Five more minutes?" Rhino asked

"Better crank the AC up" an agent said

"You got it" the other agent said

"You know we made a good team" Spiderman said as they sat on the building where they had fought the Rhino

"Yeah, guess we do" she said

"So who are you?" Spiderman asked

"Sorry Spiderman, but I have to keep some secrets, but don't worry I'll be around" she said with a light laugh in her voice "And don't worry, you may stumble here and there but you're a teenager. That means you don't have your shit together, but in the end you will be an amazing superhero, maybe even Avengers level" the woman said placing a hand on his shoulder "But for now I think you are doing well" she said before shooting a web away "Until we meet again"

"Wait, what?" Spiderman asked

"See ya" she said as she swung into the New York city skyline before she rested on a roof and looked back at the teenage hero "I'm proud of you Peter; and I know if they were alive mum, dad and Uncle Ben would be proud as well" she smiled under her mask before swinging off

* * *

**G'day Guys Grizz here bring Rhino into the picture and so far I think this might have been the toughest fight since if it wasn't for the new mysterious female character who I will reveal more of in the future when a particular enemy and plotline I'm going to be doing shows up, now the costume for the new character is based on the Ultimate Spider-woman from the ultimate comics (is you don't know who that is look it up) also the scene with the rubble is taken from Amazing Spider-Man #33 and Spider-Man Homecoming only in those versions the enemies were different then Rhino who is probably the closet to his original version I've done for this series**

**So until next time I'll catch you on the flipside**


	12. Wings of the Vulture

"Okay, get lost birdie" Spiderman leaping into the air as he was being chased

'I don't think so" a man in a high tech flight suit said before using his wing to cut the webline Spiderman was using

"I'm going to pluck your feathers for that" Spiderman said as he shot another webline out and swung away, once he was out of sight he looked back "Okay WHO was that?" he asked trying to get the air back into his lungs. "Maybe SHIELD or Miss Muffett would have answers, but both of them came to me, unless I'm handling something big. I could reach them through the lab's computer, only I don't know where birdie is" he said "And speaking of Miss Muffet or whatever her name is where did she get those powers, unless she was bitten by the same spider I did; only I didn't see what kind of spider did that" he mused as he landed on the roof to his dad's lab "So that's another mystery I'll look into but for now it's time for school, which is going to be dreadful since it's an all day gym lesson; I swear next time I see either the Mayor or Captain America, I'm webbing them up!" Spiderman said changing into his street clothes "I mean, why do we need this when we already have field days" Peter moaned "Hopefully I can be the photographer"

* * *

"Peter, are you okay?" Mary Jane said as she was in her cheerleader's uniform

"It's a field day, what do you think?" Peter said

"Well, the student council took that into consideration" Mary Jane said

"Meaning" Peter said

"Here you go Pete, better get some good shots" Ben said handing him a digital camera

"This is my work camera" Peter said

"Mr Brock dropped it off before" Mary Jane said

"Oh okay" Peter said taking a picture of his friend and cousin. "I can work with that" he said smiling. Soon the day started off with a Football game between two different PE classes, Peter was on the sideline getting good shots, such as the one where Flash was knocked on his back by Ben making Peter laugh a bit, only to have Flash throw the football at the photograph which he caught the threw to Ben who nodded and dragged Flash onto his feet and patted his shoulder, Peter then travelled around to the different events like Harry and Gwen in the running races, Cindy doing the pole vault, Anya doing sit ups, Cho and Oliver laying collapsed on the race track, The Football team posing for a group photo with the cheerleaders who were all smiling

"Hey Pete, can I get a copy of that?" one of the footballers said

"Sure thing Hobie, I'll print one off for everyone" Peter said

"Don't strain yourself Peter" Ben said

"I won't" Peter said before he noticed that Liz Allan was off by herself, her caramel brown hair blowing in the slight breeze, Peter looked at Ben who saw Liz as well.

"Go on man" Ben said taking Peter's camera "I'll hold it for you"

"thanks man" Peter said

* * *

Liz was just staring at the sunlit leaves when she heard someone next to her

"Hey Liz" Peter said smiling

"Oh hey Peter, I thought you were being the photographer" Liz said

"Ben suggested I take a break" Peter said as he held out a water bottle to her

"Thanks" she said accepting it before sipping

"You feeling any better these days?" Peter asked

"Yeah I am" Liz softly smiled "Do you have your phone on you?" she asked

"Sure, why?" Peter said holding it out, only for Liz to take it and exchange numbers with him

"So I can get your number" Liz said

"Cool, I thought that you didn't need it" Peter said

"Well, I want to be friends with you" Liz said as she did something her phone "Plus I kind want to hire you" she said walking off

"What for?" Peter asked before he's phone buzzed "Oh **that**" he said he was looking at a photo of Liz posing in pink underwear

* * *

Up in the sky was the man in the flight suit, using a pair of large green wings to glide over Manhattan when two F-22 Raptors flew at him, smirking the man pressed a button on the wings making a beck helmet appear over his head and a pair of claws spring out from his boots.

"You think you could get rid of me that easily, once I'm done here I'll head over to Quest Aerospace and destroy them" he said as he flew past the Raptors while spinning in the air slashing the bodies of the aircraft then aiming the tips of his wings at the engines of the jest, firing out some feather like blades destroying the jets before the pilots could eject. "Rookies" he said diving hard and fast before levelling out just above street level, then elevating again to a 100 feet in altitude heading for an old clock tower. "Hard to believe that I United States Air Force Major Adrian Toomes, the Air Force Liaison to Quest Aerospace and creator of the Gravity nullification harness is now forced to use a clock tower as hideout maintenance base while those at Quest is using my tech for their crappy space walk simulator, they were supposed to be the next generation of personal flight for recon! But no they're now used by anyone who can pay for them to use it; and of course I get replaced by that perky airhead!" he raged as he disengaged his pack and walked over to a work bench and started to work on his winged harness some more so he could take down Quest Aerospace, but he also was looking at video footage of Spiderman, something that Toomes had wanted to avoid the hero, but he had majored to catch the pest's attention, only for the tables to be quickly turned on him by his flight harness. But Adrian knew that Spiderman wasn't stupid, far from it. Which is why he needed to be careful about the next step but he knew this would work

* * *

"Hey Ben" Peter asked

"what's up Pete?" Ben asked

"What does it mean when a girl send you a picture of her in her underwear?" Peter asked

"Um...what" Ben said stunned

"Are you serious Peter?" MJ asked

"No way dude" Harry said

"Yeah" Peter blushed

"It means she simply likes you" MJ said

"Or something else" Harry murmured earning a head slap from MJ "Hey!"

"Have you been sent anything like that?" Peter asked

"Once or twice" Harry admitted

"It properly something to show what she wanted to hire me for" Peter shrugged

"Hey doing a bit of freelance, nice work man" Ben said ruffling his hair

"Did you guys want to come with me to check out the new Quest Aerospace prototype suit?" Harry asked

"Why not, it will be nice to do something together" MJ said

* * *

"Harry" a man said as Harry showed "Good you could make it"

"Same here dad" Harry said

"Mr Osborn" Peter said

"Ah, Peter I'm sorry to have heard what happened to your uncle, how are you handling things?" Norman said

"We're okay sir" Peter said

"Good to hear son, now shall we check out this new prototype?" Norman asked

"Sure" Peter said as the group went over to a silver and black coloured suit "Is this it?"

"Yes it is, the next generation aerial combat suit, designed to keep our boy safe while they're defending our skies" Norman said smiling

"Too bad you'll never get to use it" a voice said as an elderly man walked out and activated the machine to wear the new suit

"Toomes" Norman said

"Good to see you Norman, still trying that useless glider tech?" Adrian asked

"What are you going to do with that?" Norman asked angered

"Oh its simple, I'm going to do this!" Adrian shouted as he deployed his wings slicing the suit in half destroying it

"Do you know how expensive that was!" Norman said

"Yes I do, as I created the original plan, but I was kicked off the project and was given a discharge. But my work was being used for trivial things so I've come to rectify that situation" Adrian said as he pressed something on his gauntlet making Peter's Spider-sense go off

"PETE!" Ben shouted shoulder charging him out of the way before a large clear wall separated him from his friends

"What's the meaning of this Adrian?" Norma shouted

"Why not kill the man who screwed me over with the project" Adrian said "And know before you die that you will be killed at the hands of the Vulture!" Vulture shouted as he aimed his wing tip at Norman Osborn and fired, only for the feather blade to be pinned to the ground

* * *

"Hey there pretty birdie" Spiderman said jumping down and landing on Vulture's shoulders and jumped off

"What are you doing here bug?" Vulture asked

"Why does everyone call me a bug, I'm clearly an arachnid" Spiderman said dodging a wing as he leapt onto a wall

"I have no time for this" Vulture said taking off

"Where are you going, we haven't had scones and tea yet" Spiderman said shooting a web onto Vulture's back being yanked out of the chamber and into the air. "I didn't think this through"

"No you didn't" Vulture said diving at the grounds, Spiderman saw the ground come up and let go of the webline and put his arms by his side

"Oh please let this work" he said pulling his arms out to reveal a pair of wings in a web design allowing him to glide to the ground and landed safely "Web Wings, don't leave home without them" he said as he got up only to dodge several bladed feathers as Vulture tried to swoop him jumping over him and firing two webs at Vulture before firing one at the ground and connect the three weblines to hold the Vulture in place before the airborne villain was flung back into the road. Vulture then stood up cut the web and fired more feathers at Spiderman, who once again dodged out of the way. Then Vulture crouched down revealing a pair of gun barrels on the back which he fired at Spiderman making chips of stone and cement flying up blinding the web themed hero. But in the confusion Spiderman placed a tracer on the harness so he could follow Vulture

* * *

Back in the clock tower Adrian was overlooking his harness and making the small repairs to it when Spiderman descended thought the roof and landed softly on the floor. Looking around he saw various amounts of stolen riches, cash and jewels littered the place, heck some of them he noticed was from one of the shops Black Cat was monitoring. Looking at Adrian who was grumbling about Spiderman's webbing

"Oh you like it here have some more" Spiderman said webbing Adrian's hand to the bench while the other reached for a screwdriver to cut the webbing then going for a knife on the wall and swung it at Spiderman

"You do know I was in the Air Force right?" Vulture asked deploying his mask

"Yeah, so you have some fight training, but I'm a super powered teenager" Spiderman said

"Meaning?" Vulture asked

"THIS!" Spiderman said rearing his leg back before swinging it forward, only to be caught messing the intended target "Wasn't expecting that" he said as Vulture threw him into the wall. The bird themed villain went over to the bench, only to be pulled away by Spiderman again, this time he used the force Spiderman pulled with to add some strength to his punch knocking the webhead back before he went over and grabbed a feather blade, swinging it wildly while Spiderman continued to dodge by flipping and ducking, once he was in range of the wall, Vulture went in for a stab only for Spiderman to move out of the way so the feather was lodged into the wall, giving Spiderman the chance to slug Vulture in the face before slamming him into the wall webbing him up and walked back and looked around

"So why go after Norman Osborn, and that suit why destroy it?" Spiderman asked

"So that no one can use my tech again, especially Oscorp" Vulture said

"Why Oscorp?" Spiderman said

"Because of that man, he worked for Oscorp and Quest Aerospace, during that the incident happened where my anti-gravity harness failed during a test and slammed the pilot into the ground hard and I was blamed for it and placed of disciplinary leave until an investigation could be done, the only problem was the investigation was rigged and it was fixed to make it seem like I did the sabotage so I was given a dishonourable discharge and my designs were seized. Osborn then took over while working with the man who framed me" Vulture said

"And I take it this man would later be blacklisted by a panel of scientists?" Spiderman asked

"Yes, he was" Vulture said

"So what does this have to do with you at Quest Aerospace?" Spiderman asked

"Wouldn't you like to know" Vulture said

"I'll find out one way or another" Spiderman said walking off

"Just know it won't end well" Vulture said

* * *

"Easy with this guy, he's got to be pushing fifty" Jefferson said

"I'm forty" Vulture snapped

"Oh then I can be a little rougher" Yuri said shoving him

"Okay, this same guy was behind Vulture and the Lizard, I wonder what other surprises this guy could have in store" Spiderman said swinging off "And if we'll meet in person"

* * *

**G'day Guys Grizz here so this chapter featured Vulture as the main villain with some interesting information with the fact that someone had set him up, the same guy who set up the Lizard, also he was changed to an Air Force engineer due to teh fact well, birds fly and it felt more natural for Vulture to be linked to something air related, and there was also the high school stuff involving Liz Allan and that opens up another potential plot thread with her asking Peter to photograph her. Which may lead to something within the next five or so chapter with her**

**So until next time I'll catch you on the flipside. **


	13. the hunter stalks tonight

"Ah New York City, a city of magnificence and the perfect hunting ground" a man said as he looked at an article in the Daily Bugle about two new Maltese Tigers being donated to the zoo. This man placed the paper down and smiled as he picked up a blade and gripped the handle making the blade turn blue before he put it in his belt "But they are not mu only targets" he said pulling out a small knife and flicked it into the eye of Spiderman "This hero fascinates me, more so then the Panther King" he said grabbing a spear and then opening a window and exiting out of it

* * *

"Yes, yes it certainly is impressive, but remember we have been invited here for this special event out of every school in New York, so don't wast it" Dr Octavius said as he lead his science class around the zoo after hours

"Who's idea was a sleepover at the zoo anyway?" Kenny asked

"Mine" Dr Octavius said "Plus it will be fun, otherwise what else would you be doing on a Friday night, clubbing, gaming, canoodling"

"Who says Canoodling anymore?" Gwen asked

"Such an old fashion term" Liz said

"I agree" MJ giggled

"Who knows maybe you can Canoodle with your boys tonight" Anya said

"Oh by the way, you lot will be sleeping in two different places, so no canoodling" Octavius said making the students stare at him stunned

"WHAT!" they all shouted

"Rules are rules" Octavius said "And tomorrow you will be spending the whole day helping the zookeepers tend to different animals. And next Friday I expect a full report of this experience" Octavius said "So have fun and I'll see you all tomorrow"

"Where are you going?" Flash asked

"I've got to do something, but you'll be safe with the zoo staff here, so goodnight" Octavius said

"Sketchy much?" Peter asked

* * *

"So what do you think I'll find around here?" Peter asked wondering off by himself, he was bored and didn't really want to talk to anyone, just enjoy the night sky; even though he couldn't see the stars up above, he then turned to see one of the new Maltese Tigers near him examining him while he looked at it, he chuckled to himself and took a picture of it with his digital camera making it growl at him before stalking off, he smiled before he continued to walk around the school

"You shouldn't be out here alone Pete" Ben said

"I know, I just wanted to get a picture or two" Peter said

"I know, but safety in numbers and what not" Ben said

"Then what are you doing out here?" Peter asked

"Looking for you" Ben said

"Hey Benny you find Parker" Flash shouted

"Over here dude" Ben said as Flash Thompson ran over

"Getting some good shots?" Flash asked

"A couple" Peter said before the three freeze up at the sound of a growl. The three suddenly stood back to back looking around until the growl got louder

"Oh, hello boys" a wise voice said making the trio jump revealing Dr Connors in his newly obtained Lizard form

* * *

"Oh I'm sorry about that" Curt said

"What are you doing here?" Ben asked

"Well, SHIELD brought me here to work in a lab in an encloses specialised location hidden in the Reptile house, where I'm also help with the school based guided tours" Dr Connors said

"And right now?" Peter asked

"I'm out of Hot Cocoa in my lab and this is for some reason the only vending machine where you can get if from, I mean you can get some from the coffee shop but its closed, so I have to wait for the agent liaison I have to refill my supply" Curt said holding up a cup

"I see" Ben said

"At least we know why Dr Octavius left us here, since Doc Connors is here" Peter said before his spider-sense went off.

"Maybe we should head back" Ben said

"Sure thing" Peter said as he walked back to the group.

* * *

Once the students were asleep Peter quickly changed into his costume and started to patrol the area. He maintain a vigil over the zoo when he saw something in the car park

"Okay men, spread out and keep your eyes peeled, he's got to be around here somewhere" a female voice said making Spiderman turn to see a bunch of SHILED agents with a girl a few years older them him in Captain America garb

"Okay so who's the Captain America fangirl?" Spiderman asked

"Ah, Spiderman I was wondering if you were going to show up, I'm Agent Jennifer Rogers aka American Dream" she said

"The granddaughter of Captain America?" Spiderman asked

"I am, and as long as you're here; you can help us out" Jenny said

"And that is?" Spiderman asked

"Sergei Kravinoff, a Russian big time hunter who eventually was a part of the attempted Wakandan Uprising" Jenny said

"Wakandan Uprising?" Spiderman asked

"A former US Black Operative decided to overthrow the throne of Wakanda, this Operative was Eric Steven aka N'Jakada. The government gave him the codename Killmonger due to how many kills he had gained" Jenny said "Anyway Kravinoff was Killmonger's second in command during the uprising, but once that failed, Kraven fled into the wild after taking a couple of pieces of Wakandan militaristic technology, which he uses in his hunts to help him bring down his prey" Jenny said

"So what would he be for?" Spiderman asked

"How about a pair of Maltese Tigers" Jenny said admiring the grey coloured Tigers "these two are some of the last breeding partners in captivity"

"I see, why not trying to make a new breed, we can call them the American Tigers" Spiderman said getting a look from Jenny "What! If Australia has their own Panthers then America can have our own Tigers" Spiderman said

"Anyway we believe these two are Kraven's next target" Jenny said

"It would be a shame to see such beautiful animals die" Spiderman said before his spider sense kicked in and he stopped a crossbow bolt an inch away from Jenny's head "He's here"

"Spread out!" Jenny shouted pulling up her mask and pulling out a pair of collapsible shields with a patriotic paint scheme, glaring at the night sky

* * *

"Ah American Dream and Spiderman, two of the greatest young heroes of this century" a voice said as a man dressed in jungle camo pants, black bracers, a brown leather belt with a sickle like weapon on it and a vest made out of a lion

"You sick bastard!" Spiderman exclaimed

"What is it?" American Dream asked

"He skinned Simba and is wearing him as a vest" Spiderman said making American Dream groan once again

"Fury told me you like to joke" American Dream said

"Prey with a sense of humour, that's an original concept; now originally I was going to turn these rare Tigers into pelt for me to sell, but I now have new prey" Kraven said

"Oh that's good" Spiderman said

"The granddaughter of a war hero and the human spider" Kraven smirked

"That's not" Spiderman said as he dodged a swing of the blade Kraven was using. Spiderman quickly acted by shooting web at Kraven's eyes and grabbed American Dream "COME ON!"

"Where are we going?" American Dream asked

"Away from the Tiger" Spiderman said

* * *

Kraven finally ripped the web off and started to smell the air

"You may not know it Spider, but I have the powers of the animal kingdom, the strength of the lion, speed of the cheetah, agility of a jaguar; so it will be easy from me to track you" he said before he smelt something sweet in the air

"Peter, Peter!" a female voice was calling out to him "Peter, come on man; why does it have to be my turn to look for him, thought to be fair it was Ben's last time. Come on Peter I'm out here in my PJ's and quite frankly they're skimpy." she shouted as Kraven rounded the corner to see Cindy wearing a spaghetti strap tank top with neon blue boyshots and her Ugg boots "Seriously where are you" she shouted

"Excuse me young one, are you looking for someone?" Kraven asked

"Um...my friend Peter he wasn't at the boy's sleeping area" Cindy gulped nervously

"Well then, I guess I'll have to help you find him" Kraven said

"No thanks, I'm good" Cindy said backing away slowly before running, she was about 10 meters from him when she crumpled to the ground, Kraven walked over and picked her up, slinging him over his shoulder before walking away while singing a Russian song

* * *

"So where should set up our ambush?" Spiderman said

"We're not going to ambush him, we're going to take him out quietly" American Dream said "And we have to go this quickly"

"Why?" Spiderman asked

"Because he is a skilled hunter and warrior, plus if we don't then those Tigers are dead" American Dream said

"That's not the only thing we would have to worry about" Spiderman said frowning

"What?" American Dream asked

"There is a group of Teenagers here" Spiderman said

"What, WHY!" American Dream asked

"A sleepover field trip, now most of them should be asleep, but one of their members" Spiderman started

"You" American Dream said

"Tends to go missing a bit" Spiderman said "Wait?"

"Yes, I do know, in fact I'm one of three people who actually do" American Dream said

"And the other two?" Spiderman asked

"Classified" American Dream said

"Okay, so what should we do now?" Spiderman asked

"Well the threat of Kraven has just increased" American Dream said "From not just us bout to us and those teenagers" she snapped

"Yes ma'am" Spiderman said as he jumped

* * *

"Where am I?" Cindy asked before she heard a lion's growl making her recoil in fear

"Ah, you're awake" Kraven said holding a spear

"Let me go!" Cindy said

"I can't do that especially since you're bait for Spiderman" Kraven said

"KRAVEN!" Spiderman shouted as he spotted Kraven and Cindy "LET HER GO!"

"Ah Spider, come and get her" Kraven taunted

"Gladly" Amercian Dream said connecting her shield together so they turned them into a smaller version of her grandfather's shield and threw it at Kraven, who used the spear to knock it away, then jumped at American Dream who jumped out of the way and fired a sonic blast at Spiderman just before he got to pull out his crossbow and aimed it at the two teenagers before shifting it over to where Cindy was being held

"Now if you want the girl to go free, then surrender" Kraven said

"And if we don't?" American Dream said

"Donner Time" Kraven said as he pulled up a lever making several Lions prowl out

"Oh dear" Spiderman said "I'll deal with Kraven you get the girl out of there"

"What?" American Dream asked

"Just do it" Spiderman said as he leapt into the den and landed in front of Kraven "Here Kitty, Kitty, Kitty"

"That is just insulting" Kraven said firing his spear at Spiderman

"Whoa, is that a Wakandan Sonic Spear?" Spiderman asked

"Yes it is Spider" Kraven said

"Cool" Spiderman said yanking it out of Kraven's hand

* * *

"Miss, are you okay?" American Dream asked landed next to Cindy after grabbing her shields again

"Yes" Cindy said

"Okay, hold on" American Dream said as she held onto Cindy tightly before jumping out of the pit and onto safe ground. Upon letting go of Cindy she flagged down several of her agents to defend the girl while she jumped back into the fight seeing Spiderman dodge Kraven's energized blade while shooting webs at the hunter. Kraven then stopped and pulled out a vial of something. American Dream quickly combined her shields and threw it at Kraven's hand, but Kraven heard the shield and jumped back before he could drink the contents of the vial which he tried again, only to have Spiderman kick him in the head. making Kraven recoil long enough for American Dream to knock the vial out of Kraven's hand and onto the ground

"You will pay for that American" Kraven said as he grabbed the sonic spear and fire a blast, knocking the young heroine back as Spiderman leapt over her and wrapped the hunter up in webbing before jumping into the air and kicking Kraven in the head making him stumble

"You okay?" Spiderman asked as he helped his temporary partner up onto her feet

"Yeah I am" American Dream said as she went up to the bound Kraven, who was about to rip his web binding. "Night, night" she said slamming her shield into his head making sure he was out cold. "You're under arrest" she said hauling him to his feet and slapping some cuffs on him

"Very well, but don't think this is the end, I will see you again" Kraven smirked

"We'll see" American Dream said

* * *

"So what are you going to do now?" Spiderman asked

"Well, I'm still on guard duty but I'm beat" Jenny said lowering her mask "So think the girls will knock me back if I ask to join them?"

"I don't think you will" Spiderman said "Now I better get back to my group" Spiderman said as he looked to see Kraven smirking as he was put into a paddy wagon

"Good, I think I'll get changed and join the girls" Jenny said stretching before walking off after being handed a bag by one of her team. Spiderman looked to the skies

"Why do I think something is coming that I won't like?" he asked hoping he was wrong.

* * *

**G'day Guys Grizz here So that was my take on Kraven, he was one of the characters I was most excited to write especially since I wanted hium to be someway linked to Wakanda and I did just that which might be a new fic someday and will probably be a bit longer then the Legacyverse Black Panther fic I did, and I also introduced American Dream who is Peggy Carter's niece from an AU (the same one as Mayday Parker/Spider-Girl) here as Captain America's granddaughter with twin shields which can combine as for the name change, no idea why I chose Jenny**

**Now out of the fic can I say I am HYPED for what is next for the MCU movies including the surprise news of Thor 4! featuring the Mighty Thor that is going to be awesome and a new Blade movie as well, man talk about a surprise and the Disney+ shows which I hope will be able to watch one day**

**and since Phase 4 has been announced I would like to announce several characters for some potential fics that will fit in with this series which are: Captain America, Ironman, Guardians of the Galaxy, Cable, Black Widow, Daredevil and the only fic I have named: Avengers International! **

**anyway enough geeking out and until next time I'll catch you on the flipside  
**


	14. the Sinister Six strikes part 1

Kraven laid on his cell bunk as he contemplated things when the door opened meaning it was meal time, so he got up and walked out. He looked around and saw he was being joined by other criminals, two of which he wanted to talk to: Quentin Beck and Mac Gargan. Kraven smirked as he sat down at their table

"Good afternoon gentlemen" Kraven said as a tray was handed to him filled with soggy meat, watery gravy, mushy peas and lumpy potato, "Ah I see its Chef Slott today, he does make the most appetising food" Kraven said

"What do you want Kraven?" Beck asked

"Yeah we're busy!" Gargan said

"So you haven't thought on my proposal" Kraven said cutting his meat

"We have, but question is who are the other three?" Gargan asked

"Herman Schultz, Alex O'Hern and Adrian Toomes" Kraven said

"Why those three?" Beck asked

"Because they were put here by the same man as me and Gargan" Kraven said

"Spiderman" Gargan sneered

"Correct" Kraven said

"So Becky here wasn't capture by Spiderman yet you wanted him in here why?" Gargan asked

"Because he has a most useful talent" Kraven said "He can get us all out of here" Kraven said

"My teleportation magic, also I've now added magic to some of my illusions" Beck said

"So how did you get in here?" Gargan asked

"trade secret" Beck said

* * *

"Man it is so boring these days, especially since I've locked up every villain I've come across" Spiderman said sticking to a wall "Except Screwball" he said as she appeared again making Spiderman jump of the building he was on, "Meaning I can get a better look into Gabriel Stacy and why Harry doesn't trust, but first YO SCREWBALL!" he shouted before he activated his web wings and flew after her

"When can you fly?" she shouted

"A while" Spiderman said 'Gotta thank Aaron next time I see him' Spiderman though as he gained on Screwball before she was pulled down

"Easy there" 'Miss Muffet' said helping Spiderman

"Hey, Miss Muffet" Spiderman said

"If you're going to call me something until I reveal my real codename I would prefer Agent Web" she said glaring at Spiderman "Heard you and the American Dream did a good job together"

"Yeah we did, so what's up?" Spiderman asked

"I was just coming off of my coffee break when I saw Screwball here trying to flee the scene of a crime and thought I would pitch in and lend a hand" she said

"Thanks, and thanks to you I have the day off now" Spiderman said "So see you"

"See you" Agent Web said "I wish I can tell him"

* * *

That night Kraven was pretending to be asleep when a green circle appeared on the wall of his cell. Looking around he stepped into the portal which lead to Beck's cell

"And the others?" Kraven asked

"Already there" Beck said pointing to a different portal which lead to the confiscated objects that the police took off of them when they were arrested.

"Very good" Kraven said as he and Beck walked through the second portal as the first one that lead from Kraven's cell closed "Are we all here?"

"Yeah we are" Gargan said as he Toomes, O'Hern and Schultz rounded the corner

"Excellent, now shall we?' Kraven asked as he opened the container holding his gear and pulled out his Lion vest before removing the prison shirt and pulling on his vest.

"Yes lets" Beck said as he swirled his cape around.

"That spider won't know what will hit him!" Shocker smirked as he charged up his gauntlets

"But we have to hurry, otherwise the police will catch up with us" Vulture said adjusting his wing-pack

"Mysterio" Kraven said

"Roger" Msyterio said opening another portal to a empty warehouse"

* * *

"Come again?" Yuri asked

"Six criminal's have escaped" Jefferson said

"Who?" Yuri said

"Kravinoff, Beck, Schultz, Gargan, Toomes and O'Hern" Jefferson said as he sped off in his cruiser

"Great, and you know what all six have in common?" Yuri asked

"Yeah, our friendly neighbourhood Spider, I don't have to imagine what all six of them breaking out at the same time" Jefferson said

"We've got to find him first" Yuri said

"Yeah, but I don't think that will happen" Jefferson said

* * *

"Ah such a nice day, nothing can happen today, too bad I'm totally bored!" Spiderman said

"Spiderman" a voice echoed through the sky

"Mysterio?" Spiderman said looking around

"Down here webslinger" Mysterio said making Spiderman land on the ground before a green mist spiralled around him

"Come on this again, you know I can beat your illusions" Spiderman said as he was now in a black void

"Then come and get me" Mysterio said standing there, Spiderman seeing this jumped at Mysterio who burst into purple smoke "No I'm over here"

"Hold still" Spiderman said kicking Mysterio's head causing that Mysterio turn into green smoke

"Spider?" Black Cat asked

"Cat, what are you doing here?" Spiderman asked

"I don't" she started to say before a spike was forced through her stomach

"NO!" Spiderman shouted as he leapt over there, only to be forced to the ground by something, he looked around trying to find what hit him

"Over here" Mysterio said making Spiderman roar as he leapt over there only for Mysterio to side step his fist, and ducked his kick before he vanished

"Come get it Spiderman" Mysterio said

"Got you now" Spiderman shouted as he punched Mysterio, only for it to hurt "what the?'

"Surprise" Rhino said suddenly appeared

"RHINO!" Spiderman said before he was knocked back by Rhino who started to charge at Spiderman, only for him to vanish

"Where is he, where is he?" Spiderman asked panting

* * *

"What is going on?" Gwen asked

"I don't know, he's just standing there" Harry said watching a live stream with the others

"But why?" MJ said "They're right there" she said

"But look who else is there" Cindy said pointing to Mysterio

"Crap" Oliver said

"With Mysterio there he can't see anything!" Gwen said

"We have to find a way to warn him" MJ said

"But how?" Ned asked as he watched while wincing as Spiderman was battered by Scorpion

* * *

"Okay this is getting annoying now" Spiderman said looking around and then finally he fired a webline before he pulled himself out of the green smoke. He was about to land on a wall panting before his web was slashed by something making him fall back into the green smoke. "Okay that was not normal"

"No it wasn't" a voice sneered

"Scorpion!" Spiderman said "Wait, Mysterio, Rhino, Scorpion" he said realising something

"Surprise" Scorpion said wrapping his tail around Spiderman's neck, "We teamed up to just get you or should I say get rid of you" he said slamming him into the ground before he disappeared

"Okay now what?" Spiderman asked

"Look down" Mysterio said

* * *

"Look down, why would I look WHOA!" Spiderman said as he was now in the air standing on a small square of cement "That's not cool!"

"No it isn't" Vulture said swooping at the hero

"Okay" Spiderman said looking around before firing a web bullet at the ground, which bounced off "I'm on the ground, which means I can dodge" Spiderman said as Vulture came around again and try to swoop him, only for Spiderman to jump over him and stand on the sky. "I knew it"

"Do you?" Vulture asked as Spiderman started to feel like he was falling. Looking around Spiderman saw nothing he could cling onto except Vulture, Spiderman then smirked as he fired a web at Vulture who swooped at him, making Spiderman fly upwards "You damn Spider" Vulture smirked before he dived again, this time Vulture pulled up dragging Spiderman into the sky before Vulture turned around and cut the web with his wing making the hero drop, this time into a metal room. Looking around Spiderman tried to focus on his spider-sense which was not working for some reason. But he couldn't tell why or how it was happening

"So who could be next?" Spiderman asked before a droning sound was heard

* * *

"Howdy Spiderman" Shocker said

"Quilty, good to see you again, did you lose weight?" Spiderman said

"Laugh it up bug" Shocker said firing a blast from his gauntlet, which rebounded off of the metal wall and hit Spiderman in the back

"Okay, so that's a solid wall" Spiderman said lunging at Shocker who fired a blast at the webslinger knocking him into the roof making him belly flop onto the ground "SO that's it huh?"

"What is?" Shocker asked

"You're not affected by Mysterio's illusion meaning you're working alongside him and the others" Spiderman said

"good guess" Shocker said running up and punching Spiderman before blasting him with a sonic blast.

"So who's the leader?" Spiderman asked

"What makes you think there's someone else?" Shocker asked

"Because you're too simple to think up a plan like this, especially with your smarts" Spiderman said

"Understood" Shocker said "Time to play find the leader" Shocker said blasting Spiderman one last time knocking him out before Shocker and the room disappeared

"Getting real sick of that" Spiderman said as he was now once again in a black void

* * *

"Come Spider" a voice said as a walled arena appeared

"KRAVEN!" Spiderman said "You have to be kidding me, you're behind this aren't you?"

"Within reason" Kraven said "I was hoping I could have fought you with that Patriotic girl fighting alongside us, but here it is just you and me Spider" Kraven said pulling out two curved blades out and had them in an underhand grip and raced at Spiderman, who simply leapt out of the way of the hunter, only to be dragged down by a rope and dragged over to Kraven, who tried to stab Spiderman, who avoided it by creating a taut web stopping the downward thrust, Spiderman then wrapped Kraven's hands together so he could use stabbing attacks, then he slipped under the hunter and pulled hsi legs out from under him, Kraven then rolled over and placed a blade in his mouth, cutting the web around his hand and spat the blade out into his hand before snarling and lunging at Spiderman who barely ducked out of the blade, the Hunter they turned around and jumped at Spiderman, who back flipped out of the way. Only Kraven had laid a trap and hidden a snare whcih made Spiderman dangle in the air as the black Void disappeared revealing the six foes he was facing

* * *

"No way" Spiderman said nervously

"Yes way, for you see we were locked up thanks to you, but now we're out and we're ready to hunt you down" Kraven said

"And there is nothing you can do to stop us" Scorpion said

"And now there is no where you will be able to hide" Vulture said

"Because it is you end now" Rhino said

"For we are the SINISTER SIX!" Kraven shouted

"The Sinister six?" Spiderman said

"Yep" Shocker said sneaking up behind and fired a sonic blast into Spiderman's back him fly at Kraven, who had his sonic spear out and he fired a blast into Spiderman who was flung back at Shocker, who blasted him into the ground, making the hero bounce a bit giving Vulture a chance to grab the hero and fly him into the air, dropping towards the ground, Scorpion wrapping his tail around the websling and slammed him into the ground

"Restrain him" Rhino said

"You got it" Scorpion said as he and Shocker held Spiderman tightly as Rhino lowered his horn and was about to charge when thunder crackled and a hammer flew into Rhino

"Who was that?" Vulture asked as a beam hit Vulture

* * *

"What's the play Cap?" a voice asked as a new group of heroes showed up; but this was not any other group but the Avengers!

"Grab the kid and him back to the facility" Captain America said throwing his shield at Mysterio and Shocker

"Got it" Ironman said as he blasted Scorpion, Thor reclaimed Mjolnir and went over to Rhino and knocked him away. Black Panther then jumped down and glared at Kraven

"The Panther King" Kraven said

"Kravinoff" Black Panther said

"We don't have time for your grudge match" Ironman said

"I know, but this might be the last time I will get the chance" Black Panther said

"I'll make sure you get another chance" Captain America said

"Hawkeye, give us some cover" Ironman shouted

"You got it" Hakweye said firing three arrows at the ground

"Don't let them get away with our prize" Kraven said

"See you later" Hawkeye said as the area was covered in a thick black smoke.

"Get them" Kraven said as the six charged in, only for the smoke to dissipate revealing that the Avengers had left the area making Kraven growl

"He'll have to resurface and when he does, we'll get him" Mysterio said

* * *

"Bruce, tell me its online" Stark said as his armour was removed

"It is, should take a while but he'll be fully healed" Bruce said

"What about the six?" Hawkeye said as he and Black Panther placed Spiderman on a bed.

"Remove it" Bruce said as he went to a panel

"What?" Hawkeye asked

"He's mask" Bruce said

"Why?" Hawkeye asked

"Just do it Clint" Cap said

"Very well, but you guys are facing his wrath" Hawkeye said removing the mask shocking Bruce and Tony

"Is that?" Bruce asked

"Yeah" Stark said "Start it"

"Will do" Bruce said as a bright light shone on Peter

"Who is he?" Cap asked

"Peter Parker, the son of Dr Richard Parker, an old friend of ours" Bruce said rubbing his eyes

"How long?" Stark asked

"He'll be awake in a couple of hours" Bruce said "Fully healed."

* * *

**G'day Guys Grizz here and who expected me to started a two parter based around the Sinister Six, this team shares hlaf the line up of the original version of the comics with Shocker, Scorpion and Rhino replace Doc Ock, Electro and Sandman, also I wanted the Avengers to show up here to bail Spiderman out of the fight just showing how big the universe this fic is based in and I'll continue expanding it with different fics based in this universe**

**So until next time I'll catch you on the flipside**


	15. The Sinister Six Strikes Part 2

"Where, where am I?" Peter asked

"The Avengers facility" Bruce said

"Dr Banner?" Peter asked before he noticed he was still dressed in his costume but his mask next to his bed "Oh man'

"Relax, only the Avengers know and that was because we had to remove your mask" Bruce said

"Why?" Spiderman said getting up and trying his body out

"we used a HLM on you to speed up your natural healing"

"Thanks for that" Peter said

"You're going to go after them again aren't you?" Bruce asked

"I am" Spiderman said

"You realise this might be the end for you" Bruce said

"I do" Peter said

"Then why do it?" Bruce asked

"Because I have to" Peter said pulling his mask back on

* * *

Once he was back in the city he was looking for the Sinister Six when someone landed behind him, turning around Spiderman was ready for a fight when he felt two arms around him pulling him into a tight embrace

"Cat?" Spiderman asked

"Are you okay?" Black Cat asked stepping back again

"I am, the Avengers healed me" Spiderman said

"And you're going to do something stupid like fight them again?" Black Cat asked

"Yeah I am" Spiderman said

"Why?" Black Cat asked "Why you and don't say you have to, because there are others out there, others who can do it for you and who can help you, so why?"

"Because they joined up to fight me, and that means I have to try and defeat one on one" Spiderman said

"You don't have to, I can help you, the Avengers can help; don't you get it Spider; you don't have to fight alone"

"Felicia, I have to fight on my own because I can't see anyone else get hurt" Spiderman said

"You're an idiot" Black Cat said tears streaking down her face while making her mascara run as well

"Hey, how about this, if I win then I'll tell you who I am" Spiderman said

"I already know" she said softly, before raising his mask up and kissed him "Peter, please" she said slipping the mask back on

"I'm sorry" Spiderman said "But if I'm alive I'll find you so we can do that under better circumstance, and find out how you found out"

"Okay, I'm holding you to that" Black Cat chuckled

* * *

"so if I was a group of six super villains where would I be hiding?" Spiderman said looking around before webswinging through downtown, many of its citizens were shouting praises and concerns for the young heroes, the Police made sure they were actively looking for them

"Spiderman!" Yuri shouted as she stopped her cruiser and got out just as Spiderman landed on a lamp post

"Looking good their Yuri" Spiderman said

"What are you doing, please don't tell us that you're looking for them as well" Yuri said

"Ah yeah, I'm the reason they broke out of prison remember?" Spiderman asked

"Yeah, and we're not going to be the ones to let you get put into the ground" Jefferson said

"Look, I appreciate that concerns everyone is showing; but I have to clean up my own messes" Spiderman said

"Not this time, I mean you're what 16, 17?" Jefferson asked

"Something like that"? Spiderman said

"Only two years older than my boy Miles" Jefferson said "Look, now that we know that you're basically a kid it's going to be harder letting you go in there solo"

"That and we just lost a good friend a while ago and with you gone it would be like losing him all over again" Yuri said

'Uncle Ben...what would you do in this situation?' Spiderman mentally asked

"All units, suspects have been sighted at the docks, repeat suspects have been sighted at the docks" the radio crackled.

"Time to work" Spiderman said

"Be careful Spidey" Yuri said

* * *

"Okay, so I'm looking for six Loonies who need to be thrown back in the slammer otherwise they'll cause untold amounts of damage" Spiderman said before his spider-sense went off dodging a boomerang, looking behind him Spiderman saw it was Kraven

"We have been expecting you Spider" Kraven said

"And yet you're still wearing that dumb Lion Vest" Spiderman said making Kraven growl "No, no I get it its fashionable for crazy people" he said swinging away

"Got you Spider" Scorpion said

"Scorpion, did you get highlights?" Spiderman asked firing a web bullet at him before dodging his tail just as Vulture swooped in

"You're mine!" he screeched as he fired at the wallcrawler

"Hey Tweety, where's Sylvester?" Spiderman asked narrowly missing as he landed on the ground making his spider-sense flare up "Hey Shocky" he said leaping into the air to avoid Shocker 'Now I just have to avoid Mysterio and Rhino and I should be able to win this fight' he said before he was enveloped by green mist "Nope" he said only to be flattened by Kraven using his sonic spear "that's going to hurt

* * *

"Roll up, Roll up, Roll up, Roll up to the greatest show in the world" Mysterio said making the area look like a circus tent "The death of Spiderman" he shouted before vanishing in a pile of popcorn, confetti and smoke before the tent disappear making it turn into a house of mirrors,

"I don't know how but Mysterio's illusion's mess with my Spider-sense; so getting through this will be a bit trickier" he said as he noticed Rhino charging from the left, making Spiderman look right, only to be smashed into from behind. Spiderman then got back up and tried to find the Rhino, but couldn't as Vulture showed up in every mirror around him raising a wing and firing a feather blade at him, forcing Spiderman to flip back; right into the Scorpion's tail smacking him into a mirror

"Which one, which one" Mysterio said "Can you pick truth from Illusion?"

"You realise once I'm done here I'm using your fishbowl as a bowling ball" Spiderman said

"Oh please, like you can even find me in this a-maze-ing illusion" Mysterio said

"So that's how they're doing it; Mysterio is making him run aroudn like a rat in a maze" Spiderman said

"So you figured it out, not like it will help you much" Mysterio said as Kraven started to sneak up behind Spiderman with his blade drawn

"Time to say goodnight Spider" the hunter said as he approached slowly, only to feel his leg hit something

"THERE!" Spiderman said firing a web bullet that hit Kraven in the head

"How?" Kraven asked

"Look down, duh" Spiderman said making Kraven look down to see a web tripwire

"Very good Spider" Kraven said cutting it with the blade

"That was indeed ingeni" Mysterio started to say before shouted "ACK!"

"What?" Kraven asked

"Don't look at me" Spiderman said as the illusion broke showing they were at the docks again and it looked like it was going to rain

"HELP ME!" Mysterio shouted before he landed on Shocker

"What, who did that?" Shocker asked

"I'm guessing him" Scoprion said

* * *

There standing on a cargo container was a dark figure, he was massive, tall and brutish. The only thing that wasn't black or dark was the massive white eyes and veins

"No way" Spiderman gasped

"Who is that?" Vulture asked as the figure jumped

"We are Venom!" Venom said landing next to Spiderman, who was wide eyed at seeing the 9 foot dark hero

"You've got to be kidding me" Shocker said

"He's Venom!" Vulture said scared

"Hello" venom said

"What are you doing here?" Spiderman asked

"I heard you needed help with these dingbats" Venom said as he looked at the Sinister Six and roared unleashing his metre long barbed tongue

"Every man for themselves" Scorpion said

"Like he's a threat" Rhino said charging at Venom, who simply stood there until Rhino was in range and grabbed him by the horn and threw him into Scorpion and Vulture

"Deal with them" Venom said jumping to send a contained down separating the two groups with Spiderman fighting Kraven, Mysterio and Shocker while Venom was taking on Rhino, Vulture and Scorpion

"How do I get myself into these type of situations?" Spiderman asked swinging off

* * *

"Okay first thing is first, I need to get rid of Mysterio so he can't cause any trouble" Spiderman said as his spider sens rang. Looking behind him Spiderman had seen Kraven drawing his spear and aimed it at Spiderman, only for the hero to jump over Kraven and in front of Mysterio who was preparing an illusion. Spiderman then ducked as the blast sailed over head knocking Mysterio into a contained

"Time for me to squash this bug" Shocker said firing his own blasts at Spiderman, who dodged them while avoiding Kraven's Vibranium blade

"Squash the bug, squash the bug is that you ever go on about?" Spiderman said firing web bullets at Shocker who blasted them away, only to be tripped by Spiderman who slid past laughing. Kraven jumped at Spiderman again and buried his blade into the ground, Spiderman saw this and webbed up Kraven's mouth and hands

"Now, now that is just rude" Spiderman said as he grabbed the spear off of Kraven's back and threw it away "I wonder how Venom's doing over there?" he asked looking

* * *

Scorpion had shook his head before looking up to see Rhino flying at him, Vulture was in the air and started to fire his bladed feathers at Venom, who just caught them all and crushed them in his hands, roaring he used his tongue to bring Vulture to the ground, grabbing his wing and flinging him into the trio.

"Screw this" Rhino said getting up and charging at Venom, only to be redirected into a container

"We had a better chance at beating the bug without this monster ruining our chances" Vulture said getting back onto his feet

"Any ideas then?" Scorpion said as she switched to his acid stinger and fired a stream of it at Venom, who simply grabbed a crate and threw it at him, making the acid melt that instead of Venom, Rhino pulled himself free and vented the hot air from his suit making Venom wince

"I think I have an idea" Vulture said

"What?" Scorpion asked

"Rhino, build up heat again" Vulture said

* * *

"Over here" Spiderman said as Kraven and Mysterio ran at him, Spiderman shot a strand of webbing at Shocker and jumped out of the way of the two charging villains while pulling Shocker into their way instead forcing all three to collapse to the ground

"How is he beating us?" Shocker asked

"Especially when its three against one!" Mysterio said

"Because he can see us!" Kraven snarled

"Oh right" Mysterio said casting an illusion

"Oh great what now as the green smoke dissipated revealing nothing "Did they teleport out of there?" Spiderman asked before he was kicked in the back

"No you simpleton, we are beyond your comprehension" Mysterio said

"Right, invisible" Spiderman said "So how do I find them?"

* * *

Venom was having an easier time at taking down the Sinister Six he was facing when they suddenly vanished

"What has happened?" Venom asked

"They vanished" Spiderman said landing next to him

"Where did they go?" Venom asked

"I'm not sure but they must have gotten away"

"Don't worry we will find them" venom said

"Are you sure about that?" Spiderman asked

"Yes we are" Venom said

"And what is with the 'we' thing?" Spiderman asked

"We are Venom, and that is all you going to find out" Venom said

"Asshole" Spiderman muttered before he chased after Venom

* * *

"Spiderman and Venom, we're screwed no matter what" Vulture said

"Quiet, Mysterio's invisibility illusion doesn't make our voices silent" Kraven said

"So how do we get out of this?" Shocker said

"You don't" Spiderman said as he and Venom landed in front of the six

"How did they find us?" Shocker asked

"We simply followed the Rhino's tracks" Venom said

"My bad" Rhino shrugged

"Shall we?" Spiderman asked

"Yes we shall" Venom said as the two heroes ran

"I don't think so" Shocker said as his attack grazed Venom who screamed out loud as a small amount of his suit was torn off "Well I'll be" he said

"You okay?" Spiderman said rushing over

"We are weak to sound and heat, and this prick uses sound" Venom hissed

"Not surprising since he uses vibration generating shockwaves" Spiderman said

"Thanks for telling us that" Venom said as his suit had repaired itself and he growled at the Six

"I think you pissed him off" Scorpion said as his tail was grabbed and he was used like a hammer, knocking Rhino onto the Vulture. Kraven snarled and jumped at Venom slashing him, who retaliated by punching the hunter square in the face before lifting him up and smacking him into the ground, roaring he then jumped behind Shocker and used him like a turret blasting the others into a wall.

"Time to web them up" Spiderman said blasting the crooks with webbing before he then jumped over a light fixture and hauled them off the ground. "How do you like them apples"

"We will get you for this Spiderman" Kraven said

"Yeah, yeah I've heard it before" Spiderman said before spinning the villains

"You haven't heard the last of us pest" Scorpion said

* * *

"So why did you do it?" Spiderman asked

"Do what?" Venom asked looking over his shoulders at the webslinger

"Help me, I mean you didn't have to do it" Spiderman said

"I did it because you were outgunned" Venom said

"Is that all?" Spiderman asked

"No, because like many other heroes I see a lot of potential in you" Venom said

"You've been watching me?" Spiderman asked

"In a manner of speaking" Venom said smirking "Now I must go now, I have business to do"

"What do you mean?" Spiderman asked

"We all have someone special" Venom asked jumping away

"Yeah, me too" Spiderman said before web swinging away to see Black Cat

"Maybe we should get a bottle of red, she does like red doesn't she?" Venom asked as he saw Spiderman swinging away "Good, we'll get her favourite" he said jumping away

* * *

"There you are Spider" Black Cat said removing her mask as he removed his and kissed her deeply

"I take it you missed me?" Spiderman said in a flirty tone of voice

"I did, but why were you with Venom" Black Cat said

"He bailed me out of a sticky situation" Spiderman said

"And the six?" she asked

"Locked up, hopefully for a long time" Spiderman said just enjoying the company he was currently with "Now about my identity"

* * *

**G'day Guys Grizz and that puts the Sinister Six to bed, but it also shows that Venom is around and like I hinted back at the beginning he has been a hero before Spiderman was on the scene, plus we have the confirmation of the pairing from this fic: Spidercat! So I'm betting you're asking when did Black Cat learn his identity, it was whne she was getting the acid burn from Scorpion treated so yeah she did see them, plus Miles gets a shout out before he joins the cast soon**

**Now this version of Venom is similar to that of the 2018 movie version so that is why he doesn't have a spider and those white veins instead**

**So until next time I'll catch you on the flipside**


	16. She is venomous

"Ah, this is the life" Spiderman said before looking around then settling back into his web hammock sighing blissfully

"And you did that why?" Agent Web asked "the looking around"

"Because last time I said that I was almost flattened!" Spiderman exclaimed

"Okay then, anyway I must debrief you about the Incident involving the Sinister Six" Agent Web said

"Oh, must we it's a beautiful day in Manhattan, heck I even had time to get a cheese and chive covered bagel" Spiderman said waving his hand in the air

"Anyway I must debrief you about this whole thing, since it was a major conflict and possible terrorist organisation" Agent Web said

"Yeah yeah, I'll tell you the details, but first pulled up a hammock"

"Fine" Agent Web said making a web hammock and jumping in it, swaying slightly in the breeze "So how did it begin?"

* * *

Gwen was walking home when she noticed a weird substance on the ground, she frowned before retrieving several things out of her bag and scooped up the weird goop

"What are you?" she asked before pulling out her phone

"This is Peter, what's up?" Peter asked "I can't come to the phone at the moment probably because I've got a camera in my face so leave a message after the beep...beep!"

"Hey Pete, its Gwen here; I got something here that will tickle your curiosity, I'll drop by and see if your home. If not I'll let you have a look at it at the school's lab tomorrow, which should be safer than your home, anyway I'll talk to you later" she said before walking off, unaware that Spiderman was just above her head

* * *

"And that is all right?" Agent Web asked

"Yeah it is" Spiderman said

"Venom complicates things" Agent Web said

"How so?" Spiderman asked

"because we were unsure about how you actually got out of that situation, but the inclusion of Venom does give us a big hint, especially the cargo containers being arranged like that so the Six were divided into two teams of three" she said

"Which was a good match up since I took the guy who used sonic attacks" Spiderman said

"Huh, what do you mean?" Agent Web asked shocked

"Wait, wait, wait you didn't know about Venom's weaknesses?" Spiderman asked

"We do now" Agent Web said

"Yeah, please don't tell him I said anything" Spiderman said

"Don't worry we won't, besides we're working with Dr Connors to better understand Venom's suit" Agent Web said

"I bet he just loves that" Spiderman said

"He doesn't know that we are doing that, so I appreciate it that you don't tell him about our investigation into him" Agent Web said webswinging away

"Sure thing" Spiderman said as Agent Web left the area "What does she have a stick up her ass, and how can she use webs anyway?" he asked before he jumped into the air and dove to low enough so he would just avoid the road and launched himself up into the sky, getting a magnificent view of the city he lived in and protected before descending back down into the street "Nothing like a bit of swinging after a hard debrief" he said before his spider sense flared up "Wha...WHOA!" Spiderman said as he was nearly collided into by a female figure, "Who the heck was that?' he asked before the figure turned around and Spiderman saw it was Venom, but there was one major difference "Venom, is that you and why the heck did you stuff melons up you suit?"

"We are not that Venom, we are a new type of Venom" the venom said

"Say what?" Spiderman said before he was knocked back into the wall "Ow" he said as he pulled himself up and looked around seeing the new venom was gone "Great"

* * *

"You okay?" Gwen asked as she met Peter at school early the next day

"I slept wrong, so what's up?" Peter asked

"Check the microscope" Gwen said

"What is it?" Peter said as he walked over

"I don't know but the best guess is some sort of sentient goo" Gwen said making Peter alarmed, so he rushed over and saw that it was a piece of black sentient goo

'This is a piece of Venom's suit; this must have come off when Shocker blasted him, that means that Venom I saw yesterday was the same suit as the one original Venom, so who is this new Venom?' he asked as he examined the goo

"I'll leave you too it" Gwen said

"Yeah sure" Peter said

* * *

Otto Octavius was in his lab with the lights off pondering something

"Was he behind the six, and moreover who else is he behind?" Otto said as he stood up and walked around. "This is terrible; I have to know what else that madman is planning" he growled when he heard something metallic "Hello, who's there?" he shouted grabbing something heavy off of his desk and a torch, "Come on out here so I can see you probably" he shouted looking around until he spotted what was making that noise "I see, so that is what you are, which means you are who I feared it was; so who else is going to be the next victim of yours" Otto said as he put the items down, only to grab a gun he had kept hidden and fired it at the source of the noise until the gun clicked signalling it was empty before glaring at it "Oh squid sticks" he said before he screamed as the thing latched onto him

* * *

"So did you find out what this thing is?" Gwen asked

"I think it's a part of Venom's suit" Peter said

"Really, anything interesting about that?" Gwen asked sitting on a desk close to Peter

"Yeah, a lot it's have something abilities we didn't even think of before" Peter said

"Such as?" Gwen asked as Peter moved over

"Watch the sample" Peter said as he took a small blade and cut the sample in half and shifted the two pieces apart and then Gwen went wide eyed as the two piece grew to the full size of the original sample

"Regeneration!" Gwen said "That is how Venom can heal, do we know if it's just the suit or can the wearer use this as well?" Gwen asked

"I don't know" Peter said as he looked at the sample, "But also check this out" he said moving the two pieces closer together before they fused together

"This is incredible, not only did it multiply but it combined back into a single entity, but it looks bigger; so it could mean that it incorporates whatever makes it stronger

'Meaning if I get this stuff on me then it returned to Venom; then Venom could develop his own version of my spider powers, luckily he's on the side of good' Peter thought

"What does it eat?" Gwen asked

"I'm not sure" Peter said "But apparently it does have a carving for chocolate, or at least some sort of chemical in the chocolate or even in the cocoa powder. I haven't check that yet"

"And this is the chem lab, and these two are a couple of the biggest science lovers in the school" MJ said leading a new student around

"Hey MJ, new student?" Gwen asked

"Yeah he is" MJ said

"I'm Gwen Stacy and this is Peter Parker" Gwen said

"Nice to meet you" Peter said shaking the hand of the new student

"Nice to meet you as well, I'm Miles, Miles Morales" he said smiling

"You wouldn't happen to know a Jefferson Davis?" Peter asked

"You know my old man?" Miles asked

"Yeah, I do; he helped me with the lost of my uncle" Peter said

"I heard about that, sorry to hear about it man, he was a legend even to my dad" Miles said

"Yeah, my uncle helped train your dad" Peter said

"So what are you working on?" Miles asked

"Venom" Gwen said

"No way, he gave you some of his suit?" Miles asked

"No, a found a small sliver of it in an alleyway yesterday" Gwen said

"Yeah, I saw some footage on the news when Spiderman was fighting the Sinister Six and Venom caught a blast from Shocker which ripped a fair bit out of his suit" Miles said

"Seriously?" Peter and MJ exclaimed

"Wait, Pete you said this thing likes chocolate right?" Gwen said

"Yeah why" Peter said

"Because I think I just saw Liz scoff down her tenth chocolate bar" Gwen panicked

"Stay here, and I mean it!" Peter said

"Where is he going?" Mile asked

"He's going to do his job" Gwen said

"Which is?" Miles asked

"Spiderman photographer" Gwen said pulling up the articles that the Daily Bugle had published with Peter's photos.

"Damn, that dude is good" Miles said

* * *

"Okay, okay so where is Liz?" Spiderman asked before he's spider sense went off, looking behind him he saw Liz standing there snarling at a person he hadn't seen before

"Hello Gabe" Liz said in a cold tone of voice

"Lizzie, good to see you, I was wondering where my girl was" Gabe smirked

"You think we are you girl" Liz said

'That's not good, she's in Venom mode' Spiderman said

"We? who's we" Gabe said

"Sorry about this" Spiderman said knocking Gabe out as the suit formed around Liz giving her a foot in height and two cup sizes.

"Spider, we weren't expecting you" Liz said

"You're the piece of the suit that was blasted off by Shocker aren't you?" Spiderman asked

"We are, and we have formed with this girl to beat her tormentor and help her" Venom said

"So come on Venom, give up the girl and we can find the rest of you" Spiderman said

"You don't understand, we are not Venom, we are She-Venom!" She-Venom said

"Say what NOW!?" Spiderman said dodging her claws

* * *

Spiderman had fired several web bullets at She Venom to lure her outside. He had chosen the football field as their battleground, he just hoped it wouldn't get too badly destroyed when She Venom landed on the field and swiped at Spiderman, who jumped out of the way just in time, and responded with a webline to a football which he used to hit her in the head with. She-Venom roared and used her tongue to smack him into the ground, only for another web snatched Spiderman away

"You can't help yourself can you?" Agent Web said

"Very funny" Spiderman said "Duck"

"Thanks" Agent Web said "So who is this?"

"She-Venom" Spiderman said as he got up

"And she is after you why?" Agent Web asked

"Because she went after Gabriel Stacy who was given her a hard time, personally I would have let her chomp his head off, hey Spider" Black Cat said landing next to Spiderman, helping him up

"And you're here why?" Agent Web said

"Can't a girl help out her boyfriend" Black Cat said smirking

"BOYFRIEND! We're so debriefing after this" Agent Web said

"I agree" Black Cat said

"So let's rumble" Spiderman said before being stopped by the two girls "what gives?"

"I thought you were a gentleman" Agent Web said

"And they don't fight girls" Black Cat said

"Okay and what am I going to do?" Spiderman said

"Well, she's like Venom and you know how to weaken him" Agent Web said

"Got it" Spiderman said swinging away

* * *

"So Spiderman huh?" Agent Web said blocking a wild swing from She-Venom

"He's cute" Black Cat said kicking their mutual foe in the back, only to be whipped at by the foe making the cat themed hero jump back to avoid the attack landing

"How did he even meet you in the first place?" Agent Web asked flip kicking She-Venom, before she was grabbed and flung into Black Cat who rolled along the grass

"I'm so glad this is leather, we met during a robbery a month before we met Mysterio" Black Cat said pulling out her grappling hook and throwing it at She Venom and pulled

"Will you shut up" She Venom said slicing the cable trapping her then using it to pull Black Cat in and smacked her into the ground

"You okay?" Agent Web asked as she helped the Black Cat up

"That was my favourite grappling hook" Black Cat said spitting dirt out of her mouth "And another question, are you fighting in high heels?"

"Look who's talking" Agent Web said as the pair reared their fists back

* * *

"Okay, so I know the suit is weak to sound, but question is how do I weaponize it" Spiderman said looking around

"Depends on what kind of sound" Gwen said walking into the lab where Spiderman was

"What are you still doing here?" Spiderman asked

"Helping you" Gwen said

"Okay, I need a way to remove that suit from your friend" Spiderman said

"Sure thing, what is it weak to?" Gwen asked

"Sound and heat" Spiderman said

"Okay, I know how we can do heat; but I'll get some things to jury rig a sonic cannon" Gwen said

"Why not just call Stark Industries?" Spiderman asked

"Do you think they would take us seriously" Gwen said

"They might with me" Spiderman said

"Just wait here" Gwen sighed before rushing out of the room

* * *

"Whatever Spiderman is doing, he better finish it soon" Black Cat said brushing her hair back

"No kidding" Agent Web said as she rolled her shoulder and then glared at the threat in front of them. They then shifted into a defensive stance before She Venom ran at them

"Here she comes" Black Cat said

"Get ready" Agent Web said as She-venom charged at them

"NOW!" they two shouted before She Venom grabbed them by their throats and lifted them up

"We didn't think this through" Black Cat said

"no shit" Agent Web said

"Out of the way" Spiderman said landing behind She-Venom and held up a speaker connected to a tube

"What is that?" Agent Web said

"NOW!" Spiderman said as a soundwave rocketed forth from the weapon making She-Venom drop Black Cat and Agent Web while Spiderman leapt over the target and fired a second blast, blowing the suit away, leaving a nearly naked Liz Allan on the floor reaching out for the weakened suit

"No, no I need it, I need it" Liz said as she covered her chest before Agent Web brought her close in a familiar hug

"Hey, hey it's okay, it's okay" she said

"Where's the suit?" Black Cat asked suddenly

"THERE!" Spiderman said seeing the suit consume a pigeon making it look like a mutated crow. Seeing that it was about to take off, Spiderman jumped at it and fired a stream of webbing, but it missed he bird and landed on the filed

"There it goes" Black Cat said

"All that matters is that Liz gets medical help" Spiderman said looking at the young girl who was still quivering "And don't worry I'll get it another day, for now we have to help her" he said seeing Liz just hold Agent Web in a death grip.

* * *

**G'day Guys Grizz here so, hands up who thought that Liz Allen would become She-Venom no one good, I came up with that idea after watching the Screwball episode of the most recent of the Spider-Man cartoon. Now I was going to have it be revealed at the end of the chapter which was originally going to be night time on the football field instead of during school hours and also yes I'm introducing Miles Morales and a certain villain maybe two I don't know; but yeah I'm happy the way this turned out and hope you guys enjoyed it as well**

**So until next time I'll catch you on the flipside**


	17. Octopied

"Okay so if I was a weird suit that shanghaied a bird, where would I land?" Spiderman asked "After this I should check in on Liz and see how she's going. Apparently she's going through a type of withdrawal almost like she was on drugs or something; but why would that be" Spiderman said as his phone rang "Hello" he said answering the phone

"Hey Pete, its Harry" Harry said

"What's up man?" Spiderman asked

"It's about Gabe, I need to talk to somebody about it and I think you're the best" Harry said

"What about Gabe?" Spiderman asked landing on a wall

"I just learnt something about him recently and I don't know how to handle it"

"Yeah, sure thing. Where did you want to meet up?" Spiderman said

"Somewhere private, I need to keep this on the down low" Harry said

"Okay, call me when you have the location" Spiderman said

"Sure thing, also have you heard from Dr Octavius?" Harry asked

"No, I haven't seen him since class yesterday, I'm guessing like everyone we lost track of him during the excitement of She-Venom" Spiderman said

"Yeah I guess; anyway I'll catch you later" Harry said hanging up

"So now I have to find the suit and Dr Octavius" he said head down an alley way before his spider-sense spike looking behind him

* * *

"Hello Spiderman" a familiar voice said

"Dr Octavius?" Spiderman asked

"Hello Arachnid, so good we have finally met each other" Octavius said walking out of the shadows revealing he was now wearing a dark brown duster, a protective green and orange suit, a weird cybernetic harness with four metal arms, and on each arm was three claws. Spiderman ducked and weaved the metal arms before one of them grabbed his foot and threw him on the floor. Before Spiderman could get up one of the metal arms lashed down on his leg, forcing a scream of pain out of the hero as he felt his leg snap like a twig. Smirking Dr Octavius raised his other arm and brought it down injuring his arm, a third arm was being lifted only to stop and inch away from Spiderman's face, looking up the hero saw Dr Octavius gripping his face

"Doc, you alright?" Spiderman asked

"No, I'm not; something is overwriting my consciousness" Octavius said "I don't know how long I can withstand it, I'm sorry but I think it's him"

"Who's him?" Spiderman said "Tell me who it is Octavius please!"

"Not telling, and by the way call me Doctor Octopus" he smirked as he attacked Spiderman a couple of more times injuring him before walking away "So long Spider" he said smirking

"No" Spiderman said blacking out.

* * *

Up above the blacked out Spiderman was the Venom bird. Upon seeing Spiderman the suit released the pigeon it was using and formed a spider to walk down the side of the wall towards the hero. Once it was close enough it shot out strains making his black and red costume turn into a bluish black colour instead with a massive white spider on the torso. While it was bonding to Spiderman it started to heal all of its new host's injuries while sampling his memories, while divulging of its own memories

'What's happening' Peter thought as he though he heard something, alarms and several gunshots. He also felt cramped until a bullet cracked his vision 'what am I doing in a tube?' he asked before he saw that eh was now on the floor facing his mentor Eddie Brock who was holding out his hand gasping for air 'Am I seeing this thing's memory, then what is it doing with...it was healing him while making him taller 'no way, no way, NO FREAKING WAY; EDDIE'S VENOM!' Spiderman though 'And they became Venom because the suit and Eddie were dying, wait this isn't just a suit; it's a damn symbiote' Spiderman said he woke up and sat up "Okay, so that's a thing. Wait!...WHAT HAPPENED TO MY COSTUME!"

"**It was a bit bright so I change it**"

"Okay who are you?" Spiderman asked

"**Venom**" the suit said "**So you want to save the doctor right, since he appears to be mind controlled**"

"Yeah I do, so how should I do it?" Spiderman said

"**I have an idea**" Venom said

* * *

"Get out of my head!" Otto said

"_I don't think so Octavius, I am in here and all that had to be done to release me was this device on yoru back_" Dr Octopus said

"Daddy?" a voice asked

"Carolyn" Otto grasped

"Are you okay?" Carolyn asked

"Yeah I am, what are you doing here?" Otto asked

"I'm here for visitation" Carolyn said

"Ah, right yes sorry, I was preoccupied with something" Otto said

"Oh okay, sorry to hear that dad" Carolyn said "I could come back"

"No, no its okay I'll be finished soon" Otto said

'_Ooh I Iike that idea, give me control or she gets it'_ Dr Octopus said

"Fine" Otto grunted as he felt Dr Octopus take over 'But you will be stopped"

"_like I will, now where's your fusion generator?" _Dr Octopus said

* * *

"**You are serious about us hiding?**" Venom asked

"Yeah I am, since it would be easier to explain that you unknowingly hitched a ride with me then that I'm wearing a copy of Venom's suit and why am I getting the word Klyntar in my head?" Spiderman said as he flipped off a wall and swung away

"**That is what I am, my race is called the Klyntar; its origin is lost in time itself and there is no chance of recovering it**" Venom said

"That's upsetting, and why did you even come to Earth in the first place if you don't mind me asking?" Spiderman said

"**I was imprisoned on a meteor because of a what you call a 'son of a bitch' calling himself D'red who was a somewhat psychotic decided to take control of the planet and knew I could stop him with the right host. So the bastard sent me off world in that rock, only for me to drift close enough to this planet**" Venom said

"Also why use your proper name when you're a hero" Spiderman said

"**It's easier to remember your own name then make one up, besides we use Eddie's name when we are not venom, now I smell seafood**" Venom said

* * *

"This is it, what I have been waiting for" Dr octopus said as he used his arms to wrench open the large metal wall in front of him before entering and seeing a device in the middle of the room. Dr Octopus then smirked as he used his mechanical arms to flip switches and turn dials before he walked over to a metal canister and opened it up "And now it has all come together" Dr Octopus said before the canister was revealed to be as empty "WHAT Where is it? WHERE IS THE FUEL SOURCE...Otto; where is it?"

'_like I would tell you where I hid the most dangerous element in the world which you would use to destroy the city'_

"Fine is you're not willing to tell me where it is, then maybe she would be" Dr Octopus smirked

'YOU LEAVE HER ALONE!' Otto said

"You have forced my hand this time" Dr Octopus said as he started to walk on his tentacles when a boot smacked him in the face sending him backwards

* * *

"Calamari, get your fresh calamari right here" Spiderman cried

"YOU INSUFFERABLE ARACHNID!" Dr Octopus said

"Hey there dumpy, did you get some more girth" Spiderman said leaping away as one of Dr Octopus' arms attacked him "Come on Doc Ock, what's the matter you have six arms and you still can't catch me"

"Hold still and I will!" Dr Octopus said

"Now that I think of it your voice is a bit more raspy" Spiderman said

"Shut up" Dr Octopus said using his arms as whips to smack Spiderman around but his spider sense was helping him to dodge the strike. Growling Dr Octopus smirked before using his arms to grab a massive amount of nuts and bolts and threw them at Spiderman, forcing him to block the incoming projectiles allowing Dr Octopus to escape

"What fuel source does he need?" Spiderman asked before checking on a computer "Tritium, this maniac is using Tritium to make this thing work, no wonder Dr Octavius didn't want to work on this, but where is he going to go now?" Spiderman asked before he noticed a photo on the ground

"**That is not good**" Venom said

"Come on!" Spiderman said jumping into the air before swinging away

* * *

"Dad, you in here?" Carolyn asked looking around her father's house

"Hey sweetie" Dr Octopus said

"Why its dark in here?" she asked

"I was working on photosensitive" Dr Octopus said

"What's wrong with your voice" Carolyn said backing up

"Oh nothing's wrong with my voice, only because it's not your father's" Dr Octopus

"Who are you?" Carolyn asked

"You can call me Dr Octopus" he smirked as he clapped his claws while smirking as Carolyn ran away

* * *

Spiderman was nearing where Dr Octavius was living when he saw Dr Octopus burst out of the house holding a girl in his metal arms

"Spiderman" Dr Octopus said seeing the hero

"Let her go Ock" Spiderman said

"I don't think so, because without her I don't have access to the generator" Doc Ock said

"What are you up to?" Spiderman asked

"That's for me to know, and you to never find out!" Dr Octopus sneered as he sent a tentacle at him,

"Time to switch things up" Spiderman said as he leapt into the air and Venom covered his suit allowing him to deflect the arm and then rip Carolyn out of their grip and sent Dr Octopus flying before he turned to Carolyn "Are you okay?"

"Yeah, but what the heck is going on with my dad!" she screamed

"It appears that the machine on his back as linked into his cerebellum via the spinal cord and giving someone the ability to control him" Spiderman said

"You've got to be shitting me" Carolyn asked

"I'm guessing that is what is happening" Spiderman said

"And the new suit?" Carolyn asked

"I'm borrowing it off of Venom" Spiderman said leaping into the air

* * *

"**Nice touch with that last bit**" Venom said as it fired a web like tendril to give Spiderman the ability to web-swing without using his webshooters

"Thanks, so how are we going to stop him, since he's ahead of us" Spiderman said when a train horn blew "That will work" Spiderman said as he landed on the train and sat down looking while following Doc Ock "Wait where is he going?" Spiderman asked as Doc Ock changed direction after a couple of minutes

"**The Hospital!**" Venom shouted

"Why would he go there?" Spiderman asked following Doc Ock to the hospital "This is where they took Liz"

"**The girl who bonded with us?**"Venom asked

"Yeah, Do I have time to check up on her?" Spiderman asked as he entered the hospital and looked for Liz

"**Why not, we're already here**" Venom said as Spiderman entered the elevator

* * *

Upon finding Liz's room Spiderman slipped inside before Venom used his shifting ability to hide Spiderman's suit, when he entered the room he saw an empty food tray and Liz was lightly dozing. Peter closed the door and walked in. He had to giggle a little seeing Liz' pyjamas which were pink covered in winged love hearts and a pink teddy bear in the girl's arm, what he didn't know was hat his small laugh woke her up

"Peter?" Liz asked as she sat up

"Hey, sorry I'm late" Peter said seeing the cards and gifts

"That's okay" Liz said

"You okay?" Peter asked

"Yeah, I just can't believe that happened" Liz said laying back on her bed, covering her eyes

"What happened?" Peter asked

"I was walking home after one of Gabe's attempts at wooing me when I stepped in a puddle while going down an alleyway; only it was the suit I found when I bounded to it I felt good, felt like I could finally do to Gabe what he had been doing to me; and the feeling I had when I was wearing it" Liz said

"Which was?" Peter asked

"It made me feel good, like my confidence was boosted; nothing could have gotten me down. Not only that but it had a sensual vibe to it" Liz smiled softly

'sensual?' the two guys said confused

"Yeah, that's the only way I can describe it" Liz said before the lights started to flicker "What's going on?"

"I don't know, I'll go and find out" Peter said

"I think it's that!" Liz said "Wait is that Dr Octavius carrying the MRI machine?"

"What?" Peter asked seeing Doc Ock carrying an MRI "Why would he want that?"

"I don't know" Liz said

* * *

"There, all I need now is the Tritium" Dr Octopus said "So where is it?"

"Why should I tell you?" Carolyn said

"Because if you don't then it will be the last thing you will hear" Doc Ock said smirking "So where is it?"

"Fine its located in the bottom of the red canister" Carolyn said

"Thank you" Doc Ock said as he moved his arms over to the red canister and took a ball of silvery metal out of it and placed it into the machine

"So what is that MRI machine for?" Carolyn asked

"The magnetic field from that machine shall act as a containment filed making it so I will be able to easily control the reaction" Dr Octopus said as he inserted the orb of Tritium unaware that Spiderman was above him,

'Venom, think we can make it in time?' he asked mentally

'**Maybe**' the symbiote said as Spiderman landed, only to block a tentacle

"Hey Ock" Spiderman said as he webbed the arm to the floor before flipping over. Doc Ock used two of the arms to attack the arachnid, who was faster thanks to Venom's power. When one of them went to attack Spiderman from behind, the spider themed hero ripped the arm off of the machine on Ock's back making the man scream.

* * *

"What, where am I?" Otto asked "And what am I wearing"

"Dad!" Carolyn said

"CAROLYN!" Otto shouted running at his daughter when something sparked on the back of his neck

"DAMNIT MY ARM!" Dr Octopus snarled as he looked at the two arms that were now useless. He growled knowing his plans were severely hampered so he went over to eth machine and started to boot it up faster, only for the Tritium to be ripped from the machine and thrown away before Spiderman swung through and kicked Doc Ock in the mouth making him roll backwards. The scientist growled "You may have defeated me here today, but I can still win" Dr Octopus said as he use the last to tentacles to try and stab Spiderman who nimbly dodged them and fired more webbing at the two securing them. Once they were down Spiderman landed in front of Dr Octopus

"Hang on Dr Octavius, I'll get you out of there, so no one can control you any more" Spiderman said softly as he ripped the machine off of the doctor who screamed out in pain and fainted just as the police arrived. Once he saw that it was the two cops he interacted with the most he left the scene swinging away when he got a message from harry on where to meet.

* * *

"So what's up?" Peter asked as he walked up to Harry "Why the cloak and dagger?"

"I think that I discovered something about Gabe I wasn't suppose to" Harry said

"Meaning?" Peter asked before his spider sense went off when a small metallic pumpkin rolled in and exploded in a bright light "SHIT!" he shouted before someone in green and purpled descended on a nightmarish machine and grabbed Harry

"Spoiler" a screechy voice said "He has something very interesting" he said taking off

"NO HARRY!" Peter shouted before switching into his costume

* * *

**G'day Guys Grizz here unveiling the symbiote suit, Dr Octopus with a hopefully unique spin of someone controlling him via the tentacles on his back and a third enemy which let's just face it is the Green Goblin and the guy controlling Doc Ock is that same guy behind Lizard and Vulture and I'm going to be revealing him soon. Now I know it seems thrown in but the scene with Liz was going to be in before the encounter with Doc Ock for the first time. Plus when she say it was 'sensual' is basically her way of saying it felt incredible since I doubt she would have done drugs. Now finally yes I'll reveal something about Gabriel Stacy next chapter **

**So until next time I'll catch you on the flipside**


	18. Goblins and Symbiotes

Spiderman was swinging after the villain who had kidnapped Harry, "Hey Gumby drop him now!" Spiderman said

"I'm not Gumby you persistent twit, I am the Green Goblin and this boy knows a bit too much" Goblin sang

"Green Goblin huh, well that explains the long ears and the bent nose" Spiderman said

"Tell me, do you think your enemies actually fall for that quipping?" Green goblin asked

"Most of them do" Spiderman said

"Well I'm not most of them" Goblin chortled

"Yeah You're a lot uglier than most of them" Spiderman

"come, come now you'll hurt my feelings" Goblin said as he dived down a bit before throwing a bat shaped blade at Spiderman that sliced his webline, forcing the hero to dive for the street, just as a police cruiser was coming the other way. Spiderman aimed at the wall and fired a webline off allowing him to raise back to the original level, only to cling to a wall and see that the Green Goblin was gone

"SHIT!" he said banging the wall

* * *

Gwen was sitting at home looking up some fashion tips on her laptop when her phone buzzed. She looked at it and saw it was a text from Anya. Curious about it she picked it up and opened it to see that it was a video of Harry getting kidnapped by the Green Goblin and Spiderman chasing after him. Gwen gulped before opening an new tab and paused, looking at the video and made a startling realisation; that the Green Goblin was wearing a suit similar to the one Quest Aerospace that Vulture destroyed. She then search for Quest Aerospace suits only to find nothing, so then she looked into this new villain, only to get information about goblins of myth and fairy tales. She sighed before looking out the window

"Who is this guy and why does he want Harry?" she asked feeling anxious

* * *

"Who is this guy and what did he mean by Harry knowing a bit too much, what does Harry know that would cause him to be kidnapped?" Spiderman said as he looked around "Did Harry stumble onto something dangerous and this guy was sent to deal with him?" Spiderman asked

"**I do not know, but what I do know is that you're his friend and you have to save him**" Venom said shocking Peter

"I forgot you were there" Spiderman said recovering from the shock

"**I get that a fair bit" **Venom said

"So what's the plan?" Spiderman said

"**I don't know but there he is" **Venom said as Green Goblin flew past

"Okay, let's get him" Spiderman said as he followed after the villain.

* * *

"I knew you would come after me" Green goblin said

"And why is that?" Spiderman asked catching up with him

"Because I know something you don't know, do dah, doo dah, doo dah," Green Goblin sang

"You're nuts" Spiderman said

"And you're about to be flame grilled" Green Goblin said deploying a fire sword

"Oh shit" Spiderman said as he avoided the blade of red hot fire before dropping a bit and swinging under the Green Goblin

'**Avoid that flame as much as you can' **Venom said

"right weak to fire and sound, got it" Spiderman said switching one of his web shooters to impact mode and fired a couple of rounds at Green Goblin which knocked him off a bit "Time to change things up" Spiderman shout as he switched over to Venom's suit while releasing his swing when he was above the Goblin who looked amazed, until he was punched by Spiderman and forced to divert off course into a church's bell tower Spiderman shot a black tendril out to pull Green Goblin out who had punched a bell making Venom shriek forcing Spiderman to land

'**and SOUND!**' Venom snarled

"I forgot about that this place had BELLS!" Spiderman said

'**How does he know that though?'** Venom asked

"Yeah that's strange" Spiderman commented

"You don't think I don't recognise that slime on you as that vile hero Venom" Green Goblin said "And thus I know all about he's weaknesses and I require what you have" he sneered

"How?" Spiderman asked

"That is something you will not find out" Green Goblin said as the monster like mount on his glider opened and unleashed a sonic blast at Spiderman, shredding the black costume off of him, upon the blast stopping Venom tried to re-bond to Spiderman, only to be blasted back by another sonic attack, leaving it weak until it bonded to a pigeon and flew off to try and re-bond with the rest of the symbiote and alert its host to whatever the Green Goblin was up to "There we go, no more pesky goo" he chortled before taking off. Spiderman was still feeling weak from being separated from Venom, but he was able to shoot a tracer onto the Goblin's glider before he collapsed to the ground.

* * *

"Easy, I've got you" Spiderman heard someone gently say

"How's he doing back there?" another voice said

"He's still out of it; get back to the" the first voice said while Spiderman blacked out fully

"On 3,1...2..." the second voice said

"Do you have it?" the first voice asked

"Yeah, it's right" the second voice started

"Hold on, we'll get you back" the first voice said. After a while Spiderman was fully conscious and sat up looking around. He then realised he was back in his father's lab

"Hey buddy, you doing okay there?" the second voice asked making Spiderman look up to see Agent Web and Aaron standing there looks of concern on their faces, though it was hard to tell with Agent Web due to her mask

"What happened?" Spiderman asked

"You were out cold when we found you, it also looks like you were forced to separate from Venom, we gave you adrenalin to reboot your system and get you back to normal" Aaron said "Took a fair while, we also administered some pain killers as well so you would feel less of the effects"

"Now our turn, what happened?" Agent Web asked

"New guy who calls himself the Green Goblin showed up and kidnapped Harry, I lost him for awhile then found him again, only he revealed that he knew about Venom's nature and his weaknesses"

"Did he tell you how he knew?" Aaron asked

"No, he also recognised that it was a part of Venom's suit" Spiderman said

"Okay then, so he's had a run in with Venom" Aaron said

"Did he tell you why he took Harry Osborne?" Agent Web asked

"No, but I think it has something to do with something that Harry found out about a fellow student; Gabriel Stacy. He wanted to meet his friend

"You" Agent Web said

"Yeah, he wanted to meet with me and tell me what it was but we got flashbanged and the Goblin took him somewhere" Spiderman said

"I see, okay I'll get some agents together and we'll look for him" Agent Web said

"Now I want to know what kind go tech this guy had" Aaron said

"It looked like he had a prototype suit from Quest Aerospace, some weird glider thing with a dragon motif, he also wore a purple hat, tunic and boots with chainmail sleeves also coloured purple and used pumpkin bombs " Spiderman said

"Pumpkin bombs, dragon gliders, chainmail is this guy trying to be the stereotypical fantasy goblin?" Aaron asked

"Maybe, but that doesn't mean we can slack off, we need to get this guy and reveal him so he can't cause trouble" Agent Web said

* * *

"Hey Harry, it's me again; call me when you get this...if you can" she said at the end before hanging up and grabbing a pillow and laid on her bed in her pyjamas looking out the window, part of her was really worried now since she didn't know where her boyfriend was. She hoped Spiderman had found him and brought him to safety. She looked at her phone before picking it up and sending a message off to MJ, Anya and Cindy asking if they have heard anything when suddenly she heard something be thrown against her window "Harry?" she asked opening it and looked outside before walking onto the balcony "Harry are you out here?" she shouted

"I'm sorry my dear, but I don't think he'll be able to come ever again" Green Goblin said

"YOU!" she shouted before trying to get inside, only to be snared by her foot "DADDY!" she squealed

"Now, now none of that" Green Goblin said before Capt Stacy burst into her room with her gun drawn

"LET HER GO!" Capt Stacy shouted

"Nah" Green Goblin said before flying away on his glider laughing

"NO GWEN!" Capt Stacy shouted

"Daddy!" Gwen cried

* * *

"I've got him" Aaron said

"Where?" Spiderman asked

"Forget it" Agent Web said

"Why?" Spiderman asked

"Because he's too strong for you, I'm considering calling him an Avenger level threat, not street, not neighbour, Avenger level" Agent Web said

"I still think I can take him" Spiderman said

"Aaron do you hear this?" Agent Web said

"I think he can" Aaron said

"AARON!" Agent Web said in shock

"He's faced worse" Aaron said

"Like who?" Agent Web said

"Kraven, Scorpion, Shocker, Vulture, Mysterio, Rhino" Aaron said

"See, I can take him" Spiderman said

"Fine, fine but if you are in any sort of danger I'm hauling your ass out of there understand!" Agent Web said

"Yes ma'am" Spiderman said "so where is he?"

"He's heading for the George Washington Bridge" Aaron said

"Okay, let's go" Spiderman said

* * *

"Where am I?" Gwen asked groggily

"GWEN!" Harry shouted

"HARRY, oh my gosh you're okay" Gwen said relief flooding her system

"Not just yet, look where we are" Harry said as the two peered over the sides looking down at the night time ocean from on top of the bridge

"What are we going to do?" Gwen asked

"I don't know, I don't know" Harry said

"Oh but I do, one of you two is going to perform the high dive, off of this ledge to the murky depths below" Green Goblin chortles making Harry shield Gwen "And I think my choice was just made for me. So girly say goodbye to your friend there" Green Goblin said as he went to grab Gwen by the neck, something hit him in the side of the head "What!" he said

"SPIDERMAN!" Gwen shouted as the hero jumped through the air and punched Green Goblin in the face before attaching a webline to the top of the bridge using it to get into position to attack the Green Goblin, making him flip backward

"You annoying insect" Green Goblin said

"Come on Gobby, what's wrong can't hit me?" Spiderman asked doing a spin kick in mid air before flipping backwards and swinging away from the bridged

"Not this time you don't" Green Goblin said chasing after the hero.

* * *

Spiderman quickly let go of the webline and landed on the bridge and switched to his impact webbing and waited for the Green Goblin to fly at him, so he aimed at the foe charging at him and emptied an entire cartage at him making him crash into the bridge surface. Spiderman then ran at him and clobbered him in the face. Shaking his head Green Goblin reached for his glider which floated over to him allowing him to get on it and a pumpkin bomb fly into his hand, smirking he lobbed the bomb at Spiderman, who used a webline to fling it back at the feeling villain, making its explosion nearly damage the wing. Growling the goblin then shot up into the air

"Oh shit" Spiderman said taking off after him "I can't let him get to Gwen and Harry" he said nervously as he finally started to get some closure on him

"NO GWEN!" Harry shouted

"No" Spiderman gasped

* * *

"Here's the choice hero, back off or she dies" Green Goblin snarled

"What's stopping you from dropping her when I do back off" Spiderman said landing next to Harry

"Good point" the goblin said elevating himself

"No, no" Spiderman said as he looked around

"Bub bye" Green Goblin said letting go of Gwen

"NO!" Harry shouted before Spiderman leapt off the bridge. He was just behind Gwen and was not catching up to her, so in one last ditch effort he flicked his wrist to the right and pointed just next to Gwen

"I hope this works" he said shooting something out of his webshooters, Gwen was looking back up at Spiderman reaching for him only to stop dead closing her eyes. Opening her eyes she saw that starry night sky of New York, she tried moving but couldn't.

'I survived, but I can't move. my body must be in shock from all the injuries I got" she thought, only to feel something sticky "what" she said pulling her arm up to reveal she was on a massive rectangular web, she laid back before she heard a large splash "Spiderman!" she panicked seeing nothing

* * *

"Stupid arachnid, oh well since you're in a watery grave the boy can join you" Green Goblin said swinging around and heading at Harry at top speed, only for something dark coloured to slap him into the floor. Getting up Green Goblin growled before turning around to see what had hit him, and he immediately regretted it, for standing there behind him at Venom standing 9 feet tall and had his long tongue waving around, but a new addition was there, a massive white spider that wasn't before. Green Goblin gulped before his glider came back to get him, once he was mounted on it, he grabbed a pumpkin and threw it on the ground releasing a massive green smoke cloud.

"Cursed Goblin" Venom said shooting a tendril at him, only to miss as the Green Goblin chuckled as he got away "I'll get him next time" the symbiotic hero said turning to Harry

"Hi" Harry gulped before being picked up

"Hold on tight, we are kind of new at this" Venom admitted

"At what?" Harry asked before Venom leapt off the top of the bridge and anchored a tendril to the bridge and swung down to where Gwen was being pulled up by the police and fire department. Once they were on the ground Harry looked greener then the Goblin and revealed his lunch to the public

"Medic" Venom said repulsed, stepping back a bit

* * *

"Well, this is great I'm drowning in the Hudson after saving a good friend of mine, just typical well I hope that she and Harry have a good live together" Spiderman though when he felt the water move against him. He was then grabbed and moved through the water. He looked up and saw something green and blurry. 'Doc Connors!' he said before the two got out of the water, Spiderman lifting his mask to vomit up the water he tried to drink

"Thanks Doc" he said

"Anytime" Lizard said shaking the water off of his skin.

"He got away didn't he?" Spiderman asked

"Yes he did, only because we sent him packing" Venom said landing as Agent Web walked over

"I told you, you couldn't take him" Agent Web said

"Didn't stop me from trying" Spiderman said

"Anyway we have to deal with another one of your messes, this is turning out like Bucharest all over again" Agent Web said

* * *

"So what did you find out?" Peter asked as he and Harry met in secret again

"what I found out about Gabe doesn't make any sense but a ton at the same time" Harry said

"What is it?" Peter asked

"Gabe is actually Gwen's half brother" Harry said

"And that made you a reason to be targeted why?" Peter asked

"Because...he's also my half brother as well" Harry said

"What?" Peter asked shocked

* * *

**G'day Guys Grizz here bringing you the conclusion to what I call the Venom trilogy with the Green Goblin attacking Harry for what he discovered, which was basically that he and Gwen shared Gabe as a brother, which is a lot better then Gabe's backstory to the comics by several country miles! And I just had to do something involving the Night Gwen Stacy died while subverting it because of something major in two chapters time and I am not killing off any heroes! Not even in a comic book death! Not to mention Venom now has spider-powers and it won't be the last time he shows up**

**So until next time I'll catch you on the flipside**


	19. Homecoming

"I need to find him" Spiderman said as he sat on a ledge looking at his school, which now had a banner up declaring it was the night of the big dance

"You going to go to that?" Black Cat asked showing up

"No, I'm not" Spiderman said almost bitterly

"Aw why not, I picked out a dress and everything" Black Cat smirked before sighing "What is the reason you don't want to go"

"I have my reasons" Spiderman said before swinging away

"I just hope you're not ignoring your happiness Spider" Black Cat said sadly looking at the banner

* * *

"Tonight is going to be a blast!" Ben said

"I know right, plus we get off early" Anya said

"You know the reason is because the school generally knows how long it takes girls to prep and preen themselves" Cho said smiling

"Hey guys preen too" Gwen shouted

"All we do is brush our hair, pull on a suit or tux maybe a shave if needed and that's all" Harry said

'That's still preening" MJ said before looking over at Peter who walked in "So Pete, who are you going with?"

"I'm not going" Peter said making his friends shocked

"You're kidding right Pete?" Oliver asked

"This is one of the biggest events of the year" Anya exclaimed

"Yeah, so what's the deal" Harry said

"I just feel like going" Peter said as the bell rang.

* * *

"Hey, you're Felicia Hardy right?" MJ said as lunch had began

"Yeah, I'm just checking the security for tonight" Felicia said

"I also herd you're Peter Parker's girlfriend" MJ said

"I am, we met through his job at the Bugle" Felicia said "So you looking forward to tonight?"

"I am, but not as much" MJ said

"Peter said he wasn't going didn't he?" Felicia asked

"Yeah he did, I feel like I know him for awhile since I live next door to him, but I've never seen him like he has been since uncle died" MJ said

"They were close I take it?" Felicia asked

"His uncle was a second father to him after he lost his parents" MJ said

"How did he lose them?" Felicia said

"It was label a cold case, they couldn't find anything not even their bodies; so Peter's lived his whole life with not knowing what happened to them" MJ said

"That's not good" Felicia said frowning

"No, it's not" MJ said "And I think this is just a symptom of that event" she said

"I'm sure he'll come around soon" Felicia said

"I hope so too" MJ said

* * *

That afternoon Peter was just sitting on his bed thinking before he got up and went over to his wardrobe opening it up to see a garment bag. He pulled it out and looked at it, he knew that he would have to wear it one day; so he was delaying it as long as possible when a not fell on the floor. He frowned picking it up and looked at it seeing that all was on it was 'To Peter' in familiar handwriting

"Uncle Ben?" he asked sitting down on his bed and opening it up

'_Hey kiddo, if your reading this note then you found the suit, now depending on when you find it and what has happened to me you can do two things: You can come and tell me you have found this note and I can talk to you in person or if for some reason I'm no longer here then keep reading._

_Now if I have passed on there is something you need to hear and that is that you need to do something to take your mind off it, whether it be hanging with friends, going to your job more often or just being a goofy kid. The one thing you're not allowed to do is sit there mourning me; I've live a good life and part of that is because of you kiddo, I wasn't sure at first when Rick and Mare died how we could cope, but at the end of the day you brought a fair bit of joy into our lives Peter, now I'm sure you've also been reflecting on my 'With Great Power come Great Responsibility' speech I gave you ages ago. Now since you've become the man of the house I'm betting that you're taking that to heart and possibly other areas as well. But just remember to have some fun every now and then since you're still teenager and there are bound to be things that you are worrying about especially your Aunt; but trust me when I say that she's a tough old bird capable of looking after you and herself. So please, go out there and be yourself and enjoy life_

_With all the love I can muster...you're dearest Uncle' _the letter said

"Oh Uncle Ben" Peter said as tears raced down his cheeks; even the fact he was no longer with them didn't stop him from giving Peter advice and helping to guide

'_P.S. I've included a guide to trying the tie. Have fun' _a post note said as Peter pulled out the guide to tying his tie. He shook his head giving a small chuckle before seeing the two tickets the school had given him, and by given he means Mary Jane walking over to him and shoving them into his hands.

"What am I going to do with you guys?" he smiled softly before he picked up his phone "Hey Felicia, you busy?" he asked

'What you got in mind?' Felicia said over the phone a smile evident in her tone of voice after which he told her his plans. Once he hung up he went over and pulled out the suit which was navy blue with a red vest and matching tie. Peter was soon ready

"Don't you look handsome" May said smiling "You look so much like them"

"Them?" Peter asked

"Your father and uncle. They would be so proud of you" May said

"Thanks May" Peter said hugging his aunt

* * *

"So what do you think?" Anya asked adjusting her dark blue strapless dress

"I don't think he'll show" Miles said wearing a traditional black and white tuxedo

"I hope he comes" Gwen said wearing a apricot coloured dress with a black sash around her waist

"You know what he's like when he's in one of those moods" Cho said adjusting his grey suit jacket

"I couldn't agree more" Harry said wearing a green suit

"Shame" Ben said wearing a dark red suit with blue vest

"It won't be the same without him" Cindy said wearing a sky blue cocktail dress

"Hey guys" Flash said as he and MJ appeared, MJ wore a baby pink dress while Flash had gone with a charcoal suit with a grey suit

"Too bad we're missing one now" MJ said

"He didn't say anything?" Gwen asked

"No, he didn't" MJ said saddened

"Well, he's fault he's missing out" Flash said before feeling something on his shoulder looking behind him before spinning around

"Who says I'm missing out" Peter said with Felicia on his arm who was wearing a black dress with a single strap going from her shoulder around her neck and back to her shoulder. The group were shocked before they suddenly scrambled to catch up with their friend while pairing up. MJ and Flash, Harry and Gwen, Anya and Miles, Cindy and Cho with Ben shrugging as he, Ned and Oliver walked in together as friends

* * *

Once inside the group started to dance and fool around just being the teenagers they were

"So what changed your mind?" Ben asked Peter who was taking a break with the rest of the guys while the girls danced 'clubbing' style

"A certain guardian of mine" Peter said

"He always a way with words didn't he?" Ben asked

"yeah he did, I miss him" Peter said

"Me too bro" Ben said slapping his cousin on the back before watching the girls dance, Felicia taking the time to send a flirty kiss to Peter before resuming her dance "And you have to tell me how you met her"

"I agree" Harry said

"On the job" Peter said "and that is all you're getting" he laughed as the guys started to complain

"Anyway like Ben said, glad you came man" Harry said laughing before the song switched tempo and the guys got up and went to their partners.

* * *

Peter and Felicia stood near each other before they started to slow dance

"So you worried about Spiderman and Black Cat taking the night off?" she asked

"No, because I told Mr Brock that I would have a night off, so I think I got things covered"

"what about the Venom issue" Felicia asked

"That's been fixed as well" Peter said "I'm sorry"

"About what?"" Felicia asked

"Being a mope about this whole situation, the thing was Uncle Ben actually had his heart set on being the chaperon for this event just to see which little cutie had captured his nephew's attention and heart. Something which he won't be able to do" Peter explained

"Who says he's not watching us now from somewhere else?" Felicia said

"Well they do say that" Peter said as he swung her around until he closed their gap between their lips and kissed her while dipping her backwards, what the happy couple didn't know was that the rest of the students stopped dancing to watch the do, and when they kissed the whole school was elated by it

"PARKER, PARKER, PARKER, PARKER, PARKER!" the football team shouted and cheered making the two flush bright red. Looking around he saw Ben and Oliver giving them a thumbs while the girls were cooing over how the kiss went. While the other guys were nodding like they were Peter's wingmen and of course Peter just groaned while Felicia giggled kissing him on the cheek making him go a shade of red similar to his mask.

* * *

"And the winner of this year's homecoming is Flash Thompson and Mary Jane Watson!" the MC said as the couple got up on stage, only Flash had dragged Peter up with him "And the award for best moves go to Peter Parker!" the MC said causing everyone to lose it when he got the dancing crown while Flash and MJ got their crowns and went to the floor to slow dance

"The only reason you lost they won was because you weren't down on the ballot" Harry informed his friend.

"Oh, I didn't know about that, and the award for best moves?" Peter asked

"Secret" Anya said smiling before the dance ended and everyone congratulated the two

"Well done" Peter said

"Thanks, and thanks for coming tonight, it made it more special" MJ said

"No problem, after all we're like siblings after all" Peter said making MJ giggle

* * *

"You guys sure you don't want a lift?" Gwen asked as the group were standing outside a limo

"Nah, it's okay Dad's sending a private me for me" Harry said

"And I'm heading home with Pete since we're next door neighbours" MJ said

"I've got to see Peter and MJ home" Felicia said "Plus my car's at Peter's house"

"My mum's coming to get me" Ned said

"Okay, see you guys later" Gwen said as the limo left with the small group

"Well that was a fun night right?" Harry asked

"Yeah I guess it was" Peter said before something triggered his spider-sense 'what was that?' he asked himself

"You okay Peter?" Felicia asked

"Yeah, just shivers is all" Peter said rubbing his neck

* * *

With the limo, the small group inside were having a fun time just reminiscing about the night and all the great event when Gwen noticed something

"Guys, we're going the wrong way" she said

"What?" Flash asked before he turned to see the driver had put the divider up

"I'm not liking this" Anya said

"Anybody else feeling tired?" Miles asked

"Its Isoflurane!" Cindy said

"Anaesthetic gas!" Gwen snapped before falling to the ground

"Oh man, are we being kidnapped?" Ben asked struggling to stay awake.

"Why yes you are" the 'driver' said

"Why?" Ben asked

"Because I need you for something, something that is related to Spiderman!" the driver laughed bitterly

"Assho" Ben said blacking out. The Drive laughed as he continued down the road until he drove onto a ferry and crossed over to an island that was not on any map in the area. Once the ca was in a garage door that closed the island began to move further out into the waters.

* * *

"Are you sure?" Black Cat asked as she and Spiderman were patrolling after a quick clothing change after the pair had gotten home

"Yeah, something bad was happening at the dance and I don't know what it was" Spiderman said

"That is not good" Black Cat said

"No kidding" Spiderman said.

* * *

**G'day Guys Grizz here just having a nice breather chapter with a cliffhanger chaser whcih I'll talk about later on. Now I wanted to do thsi chapter as a way to lead into a major event. I wanted to do this chapter just because of the name alone and have some nice moments with the main pairing which there haven't been many and a bit of fun with the guys interacting and just having fun. **

**So the letter scene I wanted a way to have Uncle Ben give Peter some wise words despite being dead and I was listening to a song from Into the SpiderVerse called Let go which is about Miles and Uncle Aaron after he died, its a nice song and its fits just there very well so go and listen to that**

**Now the part with the kidnapping was an idea came up with after watching or reading something Spiderman related (The Spider-Island event I think) and I thought about a way to bring in some of the other Spider characters without doing a Spiderverse thing, which will be coming with a set of different Spiders but this way is an interesting way to do so**

**So until next time I'll catch you on the flipside**


	20. The Shadow of Dr Jackal

Peter was fast asleep when the door was knocked on, he groaned and looked at his clocked

"Its 7:00, and I don't have to go to school today, so who could be that knocking" Peter said getting up and walking out with hsi hair like a bird's nest

"Peter! have you heard from Gwen or any of the others?"

"Morning MJ, no I haven't why?" Peter asked wiping his face

"Because Gwen's mum called and said she hasn't been home since the dance" MJ said snapping Peter awaked

"Was it just her or anyone else?" Peter asked

"Ben, Cho, Anya, Miles, Oliver, Cindy and Flash" MJ said

"The group that took that limo the other night" Peter said

"What should we do?" MJ said

* * *

"Jeff, calm down!" Yuri said

"Calm down, Calm down I can't clam down my son is missing, a whole group of his friends are missing and the Captain's daughter is missing, so WHY SHOULD I CALM DOWN!" Jefferson shouted

"To think straight" Yuri said as she looked around "there is no sign of foul play here"

"Then what is going on?" Jefferson asked about to lose it "Why would anyone want to kidnap my son?"

"I don't know, but we'll find him" Yuri said before the pair walked off, high above them Spiderman watched the whole thing and sat back on his haunches before remembering something

"Could he behind this, whoever he is?" Spiderman asked before webswinging away and over to his Dad's old lab

* * *

Where are we?" Anya asked before noticing it was a bit draft "Eep" she squeaked

"What's wrong Anya?" Oliver said looking around before noticing "Wow, you actually wore that under your dress?"

"Shut up" Anya said trying to cover herself only to realise they others were only in their underwear as well

"What's going on?" Gwen asked

"I'm guessing through there will tell us" Miles said as a door opened

"I'm liking this" Cindy said as the group walked through the door and were surprised to see that they were in a lab

"What the" Ben gasped

* * *

"Okay so what's the idea?" Spiderman asked

"I'm not sure, but I have heard something is going down in Hong Kong, something about a new triad moving in, as well as a guy with glowing fists taking down every gangbanger, triad foot soldier etc. Not sure if it's true or not. But if they are involved with the kidnapping I hate to be the girls right about now" Black Cat said

"Anything else?" Spiderman asked

"The Hellfire club was destroyed the other night, apparently the X-Men and the club had a rumble" Black Cat said

"And you know this why?" Spiderman said

"YouTube my beloved, YouTube" Black Cat said

"Okay so I don't think those two don't really have any chances of being involved especially the stuff in Hong Kong" Spiderman said

"So what do you think happened?" Black Cat asked

"I don't know, but what I do know is that a shadow might come to light" Spiderman said

"A shadow?" Black Cat asked

* * *

"Why are we in a lab?" Ben asked

"I have a bad feeling about this" Gwen said before something was heard behind them

"What are those" Anya asked before they were grabbed by different machines and they were shoved into tubes and restrained, all expect Flash, Cho and Oliver who were taken away to a different area of the building.

"What's going on?" Gwen asked before another opened

"Welcome, sorry about the hospitality I wasn't expecting this many guess" a voice said as a creature that looked like a green furry imp wearing black pants walked into the room

"And you are?" Miles asked

"I am the great Jackal" the creature said

"Jackal, what a weird name" Miles said

"It was the closest thing to my old alias I used back in my old glory days" Jackal said

"Glory days?" Cindy asked

"Jackal...wait you're Miles Warren!" Gwen said

"SO you have heard of me" Jackal said

"Yeah you were that mad geneticist who people called Jekyll, you performed dozens of unsanctioned experiments that would leave the subjects with debilitating conditions and those were the ones that stayed alive, last I heard you were in deep storage in Ryker's" Gwen sneered

"Well I got an early parole" Jackal said

"By who?" Miles asked

"Never you mind" Jackal said "All you need to know is that I'm back and I'm starting with you"

"Doing what?" Anya asked

"Improving Osborne's Super Soldier attempts, I mean only one subject has been successful and that was by accident" Jackal said

"Subject?" Gwen asked

"Spiderman" Jackal said shocking the group

* * *

"Where are they?" Spiderman asked having spent half the day looking for them

"Need some help?" American Dream said landing behind Spiderman

"I would love some, but I doubt you can help" Spiderman said

"Why's that?" American Dream asked

"Because I have no idea where they've gone" Spiderman said slumping in defeat

"You can't give up" American Dream said

"Watch me" Spiderman scoffed before sitting down

"Let me rephrase that...You're **not** **going to **give up, are we clear?" she said

"What?" Spiderman said confused

"ARE WE CLEAR!" American Dream snapped

"Yes ma'am, crystal ma'am" Spiderman whimpered

"Good, now move out!" she said walking away

"And that's why she's Capt's granddaughter" Spiderman said swinging away

* * *

"Flash, give it up" Oliver said as he was working on a computer terminal they were trapped in

"What about the others?" Flash asked

"They should be fine since they're together and have Ben and Miles with them

"What about Cho?" Flash then said

"Amadeus will be fine" Oliver said "I'm just not sure about us!" he said

"What's that?" Flash asked pointing to a dark container

"Its says here that is Operation Rebirth 2.0, a successor to the original Operation Rebirth that created Captain America" Oliver said before his eyes widened "It's Venom! or at least a clone of his suit which has been augmented with Spiderman's DNA to give it the same abilities; whoever runs this place must have stolen it before adding the DNA" Oliver said

"Can you get it open?" Flash asked smirking

"You're not thinking of" Oliver blanched

"Oh yeah" Flash said

* * *

"Now then time to start" Jackal said

"Start what?" Ben asked growling

"You're infusions of course, I can't really have a unit of Spider Soldiers without spiders. Luckily I have developed a serum from that original spider that will do the trick, now some of you may get variations in powers, but they should all be the same" Jackal said as he started the process. once they were secured mechanical arms started to descend to the necks of the captive teenagers

"No, no, let us go, let us go!" Anya shouted before they were all injected in the neck

"NO!" Miles shouted

"When I get out of here I'm shredding into fuzzy coleslaw" Ben snarled

"You won't get away with this" Gwen grunted as the pain was immense

"You monster" Cindy said as they injections stopped and they were let out of their chambers and taken back to the resting room

"I'm going to kill you for this" Ben said

* * *

"Hello?" Agent Web asked as she was standing on a building looking shocked "How did you get this frequency?" she said before looking at her wrist activating her wrist computer "Yeah I do, why; okay hold on" she said typing in a set of numbers into "thanks for this I'll see where it leads" she said ending the call and heading off somewhere. She looked at the number again and dialled a new number "Aaron, are you in the lab?"

"Yeah I am, why what's up?" Aaron asked

"I'm sending you a set of numbers. I think they could be co-ordinates but I'm not sure" Agent Web said

"Yeah I got them, also when are you going to start using your real call-sign" Aaron asked

"Soon, I've got to tell someone something first" Agent Web said

"IF you say so, also I've finished the upgrade for you webshooters" Aaron said

"Nice, I'll pick them up as I'm on the way there now" Agent Web said

"See you then" Aaron said

* * *

"GUYS you okay?" Amadeus asked as he raced over to his friends

"No, it was, it was" Anya stuttered

"Breathe, just breathe" Oliver said

"He injected us with the same stuff that Spiderman was" Ben said

"He?" Flash and Oliver asked

"Jackal, aka Jekyll aka Miles Warren" Gwen said

"Miles Warren, as in Dr Miles Warren that batshit crazy geneticist that was blacklisted by the scientific community?" Oliver asked

"Yeah him" Gwen said

"What do you mean blacklisted?" Miles asked

"He's experiments were so deranged that he was brought before a panel of fellow scientists including Otto Octavius, Curt Connors, Richard Parker and Bruce Banner" Oliver said

"Wait, didn't Octavius say someone attacked Peter's dad; an old foe that he dreaded seeing again. He had transformed Doc Connors into the Lizard" Ben said

"Yeah, he said that" Flash agreed

"Okay, so this guy is way more dangerous" Anya said

"Especially since he was able to kill a SHIELD agent" Ben said

"What?" Gwen and Cindy said

"Who?" Miles asked

"Peter's dad" Flash said

"Then we have to stop this guy and soon" Gwen said

* * *

Harry was at one of the Oscorp labs working on something secret while he was listening to some rock music. The device he was working on was a snowboard looking device with two large rotors on it, one up front and another in the back. He then looked over to something he was also working on, which was a black suit with metallic green pieces on armour on the forearms, lower legs, shoulders and neck. Along with a mask. The forearm guard had a cut-out section for something Harry had worked on as well.

"I just need to finish the mask and this board then I'll head out and look for Gwen" he said as he turned on the board and let it hover for a bit, only to power it down. He looked around and nodded when he's phone rang

"Hey Pete" Harry said

"Hey Harry, my man what are you up to at the moment?" Peter asked

"just a pet project" Harry said "What about you?"

"Just working on something, have you heard about the others?"

"Yeah I have" Harry said solemnly "Do you think they'll find them?"

"I'm not sure" Peter said

* * *

"I'm not sure but it looks like the coordinates have nothing there" Aaron said

"What?" Agent Web asked as she removed her mask and walked over to Aaron

"I'm saying there is nothing there...right now, when you were sent those coordinates something was there" Aaron said

"What is that?" Agent Web asked

"That is a moving island, one belonging to Miles Warren" Aaron said

"Jekyll, I thought he was in deep lock up at Rykers" Agent Web said

"Funny you should mention that, have a look when the island is close to" Aaron said

"Ryker's Island" Agent Web smirked "You know what that means"

"That is where those kids are" Aaron said as he threw two new web shooters to Agent Web who was walking out "Go get them"

"Will do" Agent Web said leaving Parker Labs and swinging away "I'm not letting him get away again" as she entered a Quinjet that she had called for

* * *

"Time for the second injection" Jackal laughed as he separated the group again, placing them where they were placed last time, causing Oliver and Flash to be placed in the same room as the symbiote again

"You ready?" Flash asked

"No" Oliver said

"Well, here we go" Flash said breaking the glass on the symbiote's prison and stepped back gulping nervously

"This is not going to end well" Oliver said when he spotted something behind him "What do we have here?" he asked seeing a silver coloured suit "Shotgun" he chortled before running over to it. Flash had bonded with the symbiote clone and formed his suit which looked like a militaristic version of Venom

"You ready to Rock?" Venom Flash said

"Oh yeah" Oliver said as he walked out wearing the new armour he found "let's do this"

* * *

Jackal cackled as he started to perform the second injection

"I thought we already have the spider powers" Miles said

"Which will manifest soon, this injection is for the control nanites" Jackal said

"Control Nanites! that's it I'm going to rip your arms clean off and stick one down your throat and the other up your ASS!" Ben snarled

"I would love to see you try" Jackal laughed before a rod buried itself into Jackal's system makingf the furred villain turn around to see Agent Web jump down and use her webbing to retrieve the baton

"Hold it right there slime ball" Agent Web said

"Ah, Red Widow how nice to see you" Jackal smirked

"I thought she was Agent Web" Miles said

"Agent Web, Red Widow, Spider-girl, Webette, Miss Muffet I've been called many a things" Agent Web said

"It doesn't matter" Jackal said "I'll add you to my Spider Soldiers, which I will sell to the highest bidder!"

"I don't think so" Agent Web said as she drew out a grenade and threw it on the ground creating a bright light "Follow me"

"What about our friends?" Gwen asked

"I'll get them" Agent Web said

* * *

"Okay so why is there an island all the way out there?" Spiderman asked

"I'm not sure" Black Cat said "But I'm pretty sure it's not supposed to be there"

"You want to check it out?" Spiderman said

"I've got another lead to chase up, so be careful" Black Cat said

"When have I not" he said travelling to the island

* * *

**G'day Guys Grizz here revealing something that I have been building up to for awhile now and that is Jackal, as well as more webslingers as well as Agent Venom; now I'm adding these guys in here because this is roughly half way through the story and yet I have only done a handful of Spiderman villains which will increase soon.**

**Also in this fic I hinted at something that I'm going to be doing in X-Men days of Future Shadows when I get around to writing more of that so I can do my planned chapters involving Gambit and Spiderman as well as a potential fic I'm calling Sleeping Dragons which will be starring Iron Fist and Shang-Chi along with other martial arts users so add that to the giant Neo-Marvel pile...crap**

**Now I want to be serious for awhile since this is about something I've been unsure about and that is tackling serious issues like Teenage drinking at parties, high school issues and something I think will be the most touchy and that is gun violence which is why I'm hesitant about a Punisher fic at this point in time especially given what has happened. I'm not going to be doing it lightly. I know this things are terrible events and that they should not happen at ALL. I'm going to stop talking about it here and now. **

**So join me in a while when I bring you the second part of this story until then I'll catch you on the flipside**


	21. Enter the Spiders

"What about our friends?" Gwen asked

"I'll get them" Agent Web said before the wall exploded

"Sorry, did we miss anything?" Oliver asked

"Flash, Oliver?" Anya asked

"Yeah who were you expecting?" Flash said

"Who cares GET ON!" Agent Web said grabbing Gwen and jumping onto the Quinjet

"Okay then" Flash said grabbing Anya and Cindy while Oliver got Miles and Ben

"What about Amadeus" Ben shouted

"We'll be back for him" Agent Web said

"WHAT!" they shouted

"There is something you need to do" Agent Web said as she flew off

* * *

Spiderman and Black Cat were swinging around until they stopped, Spiderman looked at something with a frown

"Okay so why is there an island all the way out there?" Spiderman asked

"I'm not sure" Black Cat said "But I'm pretty sure it's not supposed to be there"

"You want to check it out?" Spiderman said

"I've got another lead to chase up, so be careful" Black Cat said

"When have I not" he said travelling to the island

"Do you want a list or an index?" Black Cat asked before she went the other way

* * *

"Where are we?" Gwen asked as they walked into a lab as she pulled the jacket she and the rest of those who were underdressed were given

"This is Parker Laboratories" Agent Web said

"Ah hello" Aaron said running out

"You handle the guys, I'll handle the girls. Ladies with me"

"Gentlemen if you kindly follow me" Aaron said

"Why should we egghead?" Flash asked

"Venom symbiote huh, interesting so was that on the island?" Aaron asked

"A lot" Oliver said

"I think this will be a debrief" Aaron said

* * *

"This is heavenly" Cindy said as she stood under the hot water

"I thought you would like on after being held trapped for awhile" Agent Web said

"No kidding" Anya said "But he said that we now have spider DNA in our bodies; does that mean will get powers like Spiderman?"

"Yeah you will, after all I did" Agent Web said

"What?" Gwen asked

"Yeah, you'll get spider powers, but only after getting some rest. We're not sure why sleep is the catalyst that finishes the infusion" Agent Web said

"Will...will we get training?" Anya asked leaning over the short door

"Yes, I'll train you personally" Agent Web "With help from Spiderman"

"Do you know him personally?" Cindy asked

"Not for awhile" Agent Web said a hint of sadness edging it

* * *

"Well that didn't work out very well. Time for Plan Bravo" Jackal said as he walked to a new console and typed in something teleporting six figures into the room

"Where are we?" a snarling voice said

"Jackal Island" Jackal said

"YOU!" another voice said before Jackal was on his back and a blade pointed at his throat

"Vulture calm down" a calmer voice said as Kraven, Scorpion, Shocker, Rhino and Mysterio walked over "Now why did you want us here?"

"My latest experiments got away and I got you out of prison to retrieve them for me" Jackal said

"And why would we do that?" Scorpion sneered

"How about payday of 5 million dollars" Jackal smirked "Each"

"Now you're talking" Scorpion said

"Whole lot of green" Shocker said

"Where did you get it from?" Kraven asked

"A private reserve" Jackal smirked

"Very well, we will hunt down these experiment" Kraven said before looking up "How long have you been there Spider?" making everyone look up to see Spiderman on the ceiling

"Well, shit" Spiderman said jumping off the roof, rolling behind him and closing a door behind him

"Never mind him, go and find the experiments. I'll deal with him" Jackal said

"Very well" Kraven said leaving

"Anybody else feel like their gizzards get jumbled up every time we use this thing?" Shocker asked before they were gone

* * *

"I don't know who the over grown troll doll was but he's working with the Six, great that is just great there is no way this day can get weirder" Spiderman griped

"Hello" Amadeus Cho said

"I stand corrected" Spiderman said "What are you doing here?"

"I'm here because SHIELD ordered me too" Amadeus said

"Wait...you're a SHIELD agent?" Spiderman asked

"Well technically I'm just a recruit technician and this is the first mission I've been on. Man is mum going to be pissed'

"You're mother?" Spiderman said

"Oh Dr Helen Cho" Amadeus said "She's working on nano-regenerative devices"

"Next question, if your SHIELD then why are you in school?" Spiderman asked

"Mum wanted me to interact with people my own age and Fury agreed" Amadeus said "So I act like them and not the genius I really am"

"I'm sure your friends won't treat you any differently" Spiderman said

"I guess" Amadeus said before spotting "How did he get that?"

"I...I have no idea" Spiderman said

* * *

"Ah, welcome to Parker Laboratories, I am Aaron Aikman and I technically run the lab for Dr Parker and his family" Aaron said formerly introducing himself

"So this is Uncle Rick did own this place" Ben said

"Yeah he did, he was also a SHIELD agent. Now over on the right you will see a fabrication machine, I think we'll use this to create your costumes" Aaron said

"Costumes?" Miles asked

"What, you want to fight evil in your undies?" Aaron asked

"No" Miles said

"Didn't think so, now you can use these tablets to design your costumes and the fabricator will fabricate them, also be sure to put in your measurement for proper fitting" Aaron instructed them

"What will our suits be made out of?" Ben asked

"a mix of nylon and aramids similar to that as Kevlar" Agent Web said

"Cool" Ben said as he started to design his suit

"What about webshooters?" Anya asked

"I'll get onto that" Aaron said

"Well I can confirm I don't need them" Gwen said

"Same here" Cindy shouted

"I'll need some" Miles said

"I could use some" Ben said

"I've got my own" Anya said

"So think they can handle this?" Aaron asked

"I'm hoping so" Agent Web said

* * *

"Okay, time to give this its maiden flight" Harry said as he was wearing the suit he developed with the hover board floating half a foot above the ground. He then tapped a button on his neck forming a mask that covered most of his head leaving his hair on covered "Okay loading HUD now, integrating tactical and flight data; uplink confirmed. I'm ready to go" he said jumping on his board and took off, he took a typical board riding stance as he raced through the city skyline dodging wires and buildings, it was a little tricky at first but as he continued on he was able to control it better "Nice, okay let's see if I can locate Gwen and the others" he said scanning the environment when he saw Vulture was flying around "Okay feather brain how did you escape your cage?" he asked himself before following the avian villain.

"That fuzzy bastard better pay up, otherwise I'm shoving my wing up his" Vulture said before he noticed he was being followed "Who are you?"

"Me, you can call me the Sky Knight!" Harry said bashing Vulture with hsi board before looping back and drawing a sword with a glowing green blade and flew at Vulutre who dove to the street forcing Sky Knight to follow him after putting his sword away "Time to pluck some feathers"

"How is guy keeping up?" Vulture asked before he was teleported away

* * *

"We got another ping" Aaron said

"Where?" Agent Web said

"Here" Aaron said showing her on a map he pulled up

"Okay, I see...time to move out" Agent Web said

"What?" Aaron asked

"Their costumes are done aren't they?" Agent Web asked "And they've gotten some rest"

"Yeah they are, but seriously isn't that over kill?" Aaron asked

"Not really" Agent Web said "We're tackling a very dangerous criminal to rescue one of their friends so I don't think this is overkill at all"

"Wait, shit" Aaron said

"What?" Agent Web said

"Our friend just sent this bit of extra information, Spiderman's on the island with our friend but the Jackal has recruited the Sinister Six and got them out of prison to work with him" Aaron freaked out while Agent Web looked calm

"That must be why he was close to Rykers, so he could get them out" Agent Web said "Think we're going with the over kill now?"

"No way" Aaron sighed

* * *

"Okay this way" Spiderman said he and Cho entered the main complex

"Hello Spider" Kraven said as he and the Six were back with the Jackal

"Seven to one, I like these odds" Jackal cackled

"Yeah, well we don't" Spiderman said

"No shit webslinger" Shocker said

"I thought they went to get the others, unless. Oh that's clever" Cho said

"Why thank you" Jackal said bowing

"What are we going to do?" Cho asked as the villains closed in on him

"You go and hide, I've got this" Spiderman said

"No, no way can you take them all" Cho said

"I have to" Spiderman said "After all, I'm the only hero here" he said

"How noble" Jackal said as Spiderman ran at them, when suddenly the roof exploded

* * *

"What was that?" Spiderman said as he stood up

"Well, well, well what do we have here?" a voice said as out of the smoke walked someone wearing a pure red costume with a light blue vest with a black spider on it "What up Spiderman"

"And you are?" Spiderman asked

"You can call me the Scarlet Spider" he said

"Okay then" Spiderman said

"Don't worry we're here to help" Scarlet Spider said

"We?" Spiderman asked

"Yeah we" a voice said as out of the smoke walked three girls, each one wearing a different costume. The one on the right wore mostly black with a white triangle on her chest leading to the rest of her upper torso and arms to be white while on the underside was magenta with turquoise webs. Finishing off her look was a hood with the web covered magenta on the inside of it. The one in the middle wore a black with a white spider covering most of the suit while her mask left her mouth and hair uncovered, the last one wore a navy blue costume with white taking up the entire bodice of it, over the white was a web with an 'S' in the middle going from red in the middle to black, she had two white zigzags on each of her hips and a red mask covering her face from the nose down

"I'm Ghost Spider" the one with the hood said

"I'm Araña!" the girl in the middle said

"And you can call me Silk" the last one said

"Nice to meet you" Spiderman said

"Yo, let's make some noise" a new voice said as a guy wearing a black costume with a red 'V' on the chest which marked the end point of the red webbing design "You can call me Kid Arachnid!" he said

"Wait where did you come from?" Spiderman asked

"Ah, my Spider army" Jackal said

"You may have powered them up" Agent Web said landing "but they're not yours"

"No offence, but why are you here?" Spiderman asked

"What, can't a girl defend her little brother?" Agent Web said

"What?" Spiderman said

"Get them!" Jackal said

* * *

The spiders started to run at the Sinister Six, Kraven roared pulled out his blades and threw them at Arana who dodged them and then grabbed one of them with her webbing and sent it back at Kraven, who was kicked in the jaw by Silk making it so the blade was lodged in Kraven's arm shocking the hunter while Ghost Spider leapt off of him and rolled until she was near Shocker becoming scared as the whine of his gauntlets indicated he was charging up a sonic blast, which was diverted thanks to Kid Arachnid redirecting them into Rhino's path knocking him straight into Scorpion who tried to fry Scarlet Spider, giving the new hero time to jump away only to be caught in a green fog making several Mysterio's appeared

"What's wrong little spider, confused?" Mysterio asked laughing as the fog turned into mirrors. Each one reflecting the Scarlet Spider's image

"Nice funhouse" Scarlet Spider said closing his eyes and swinging his fist behind him making Mysterio stumble backwards breaking the illusion

"Need a hand?" Spiderman asked holding Mysterio said

"Sure thing" Scarlet Spider said as he slug Mysterio in the stomach only for it to burst into smoke. The two spiders then stood back to back

"He's abilities make our spider sense useless" Spiderman said

"You got any kind of countermeasure?" Scarlet Spider asked

"Not yet" Spiderman said as he blocked a punch from Mysterio while a different Mysterio tried to kick Scarlet Spider.

"There has to be a pattern" Scarlet Spider said

* * *

Agent Web flipped up from being on her back thanks to a low blow from the Jackal who was waving her closer. Once she had her bearings the SHIELD agent charged in and threw a couple of punches at the green monster, only to be avoided at each and every attempt of an attack, only to be knocked back by the deranged geneticist

"Aww, what's wrong can't hit me?" Jackal said getting a length of chord and wrapping it around her neck and pulling tightly cutting her air supply off while being dragged around the lab and slammed into things making her disorientated causing the room to spin, next thing she knew Jackal had grabbed her head and threw her into the wall making her feel like her brain was just rattled. She groaned trying to stand only to slump back to the ground. Jackal walked over to her and was about to pick her up when Flash dropped in and shoulder charged him into the wall while Olive went to check her out

"Are you okay Agent Web?" Oliver asked

"I will be, give me five minutes" Agent Web said

"I don't think we have five seconds" Oliver said as Rhino was charging at them

"Oh shit" Agent Web said as the wall behind her groaned as a pair of green hands grabbed Rhino's horn and pushed him back before the wall exploded into dust and debris. Once everything settled down the two spiders were shocked to see a mech standing in front of them

"What is that?" Oliver asked

"This my dear friend is the Prototype Hulkbuster suit!" Cho said as he cracked the mech's knuckles and slammed the hands together "Anybody see Pacific Rim?"

"Good film" Agent Web said "Why?"

"I'm the Jaeger, and he's the Kaiju" Cho said as he nailed Rhino in the face with a fist before picking he up and slamming him into the computer system, sending glass, wires and metal everywhere

"Mummy, I think the bus just hit me" Rhino said as Hulkbuster picked him up again and piledrived him into the ground before holding his legs and pulling an illegal move

"Ouch" Agent Web said

* * *

Ghost Spider was running to take down Mysterio when she was lifted into the air and out of the roof

"GHOST SPIDER!" Arana said

"I'll get her" Spiderman said

"I don't think so" Scorpion said lashing out with his tail knocking Spiderman into Scarlet Spider and Kid Arachnid.

"That hurt" Kid Arachnid said as the trio watched as Vulture flew high into the sky and over the water

"You wouldn't" Ghost Spider said

"What dso you think?" Vulture asked releasing her watching as she fell towards the water. And once she was close to the water something zoomed past with rooster tails behind them catching Ghost Spider before she smacked into the water

"Hey there" Sky Knight said as he roared into the sky holding Ghost Spider in a bridal hold

"Not you again" Vulture said turning away as Sky Knight had his hand in the water skimming it before something was shot into his hand

"Mind your head" he said throwing a grenade straight into Vulture's line of sight as it exploded in a bright light. Sky Knight then zoomed past him while cutting off one of his wings

"That will work" Ghost Spider said as she webbed up the flying villain making sure he was safe on the island shore before the two entered the fighting area to see the heroes finally surrounding the heroes

* * *

"Do I hear surrender?" Spiderman asked

"Never" Jackal said

"Shut Up Grover" Scarlet Spider said webbing Jackal's mouth up

"Hang on, I'm only seeing six here" Hulkbuster said

"MYSTERIO!" Spiderman shouted

"You were so close to capturing me again" Mysterio said flourishing his cape as he opened a portal

"Let's try this" Spiderman said turning his left webshooter to the left and fired, which to the others seemed to misfired

"Move" Arana said aiming at Mysterio as the portal closed. "You missed him" she snapped

"Did I" Spiderman said revealing a map showing a blinking dot "Spider-tracers never leave home without them"

"Nice" Agent Web said clapping Spiderman on the back. After a while SHIELD Agents walked in and recovered the captured villains

"Agent Web, mind telling me why there are multiple Spiders?" Fury asked glancing at the new team

"Blame Dr Warren there" Agent Web said

"Very well I expect a debriefing" Fury said as he walked back to eth agents attempting to drag Rhino away

"Hang on" Hulkbuster said picking up the animal themed brute and walked him over to the Quinjet

"I think I need an explanation" Spiderman said

"I know and you will, just not here" Spiderman said

* * *

"Okay so we're at Parker Labs why?" Flash asked

"I'm more concerned at the sight of the Klyntar" Spiderman said

"Klyntar?" Arana asked

"Venom's species; they call themselves the Klyntar. So who is who?" Spiderman asked

"You first" Ghost Spider said glaring at Spiderman

"I call myself Sky Knight but you can call me" Sky Knight started disengaging his mask to reveal "Harry Osborne"

"I'm Silk, but I'm really Cindy Moon" Silk said lowering her mask

"Ghost Spider, though my friends know me as Gwen Stacy" she said removing her mask and hood

"Gwen?" Harry asked

"Hey" she said kissing him

"Arana, though I'm mostly know as Anya Corazon" Anya said removing her mask

"Kid Arachnid alias Miles Morales" Mile said smiling

"Scarlet Spider and Ben Reily" Ben smiled

"Steel Spider the heroic identity of Oliver Osnick" Oliver said removing his helmet

"Flash Thompson call sign Agent Venom!" Flash saluted as the symbiote retreated

"What?" Spiderman gasped

"Amadeus Cho, Agent of SHIELD, technical department" Cho said leaning on the Proto-Hulkbuster

"Now I think its your turn" Anya said

"You know me as the Friendly Neighbourhood Spiderman, but you also know me as...Peter Parker" Peter said removing his mask shocking his friends

"Okay I think we all lost" Ben said as Cindy and Anya elbowed him

"Now you!" Peter said glaring at Agent Web

"Agent Web is one of my codenames along with Red Widow, Spider-girl, Webette but my real codename is Spinneret and my name is" she said removing her mask shocking Peter even more "Teresa Parker, your older sister" Teresa said as she tears were in her eyes before she was clutched tightly by her younger brother who started to cry while his sister comforted him while smiling

"Well, this is going to be fun" Miles said brightly smiling

"You said it" Ben said before going over to join the family reunion.

* * *

**G'day Guys Grizz here...barely! I have been working on and off this chapter since before sunrise this morning and I only just finished writing it now and didn't expect to be posting it now either, but what the heck **

**Anyway we have new Spiders namely Spider-Gwen, Ultimate Spiderman, Spider-Girl, Silk, Scarlet Spider, Agent Venom and Steel Spider plus Cho has the Proto-Hulkbuster, a mythology gag since recently he actually became the Hulk! So I wanted to do this storyline since seeing Into the Spider-Verse only not have them be from different dimensions, that is coming later and then I learned about Teresa Parker (who is the younger sibling in the comics) and blended her with Ultimate Spider-woman while giving her the superhero title used by MJ in the Renew your vows universe. That was something I wasn't going to do at first but then it seemed like too much fun not to do it and I think it worked.**

**Sorry if I'm rambling now I'm knackered and should probably be getting ready for bed. But I'm just going to let you know that the next Marvel thing I'm probably going to update is X-Men Days of Future Shadows which will lead into the events I mentioned the X-Men doing last time with the Hellfire Club so look forward to that**

**So until next time I'll catch you on the flipside**


	22. a Prowler among the Tombstones

"This is nuts" Spiderman said as he leant on a wall just taking in the sights of New York

"What is man?" Sky Knight asked as he sat on his board doing the same

"My sister was Agent Web, sorry Spinneret, most of our friends have spider powers and you are basically using repurposed Oscorp tech" Spiderman said

"Yeah, it is crazy, hard to believe we're sort of like a neighbourhood version of the Avengers" SKy Knight laughed until they heard a gunshot making the two heroes jump into action and investigate the sound. Soon they reached a spot where a teenager was grasping his side while blood leaked out from in between his fingers. The two heroes nodded and Spiderman moved the teen's fingers away from the wound and webbed it up before helping him onto Sky Knight's board

"I'll get him to the hospital" Sky Knight said

"Okay" Spiderman said "I'll go hunting for the thugs who did this" he said swinging away

* * *

"So you guys excited?" MJ asked

"Why?" Anya asked as she and the other girls were walking to class

"Because of the show tonight" MJ said

"There's a show on tonight?" Cindy asked

"Yeah, Honey Lemon is doing a fashion show down at the Madison Square gardens"

"That's tonight; oh man I didn't get tickets" Anya shouted face palming

"Don't worry I managed to get us some" MJ said smiling

"You are a life saver girl" Gwen said

"And for some reason we can go backstage and meet her as well" MJ said

"That is so AWESOME!" Cindy cheered

'I wonder if Teresa had anything to do with it, since she's a SHIELD agent and all, I'll check with her later' Gwen thought before seeing Hobie

"What's wrong with him?" Anya asked as they watched the guy run out of the school

* * *

"ABE!" Hobie shouted running into the Emergency department seeing his younger brother Abe being guarded by Sky Knight who looked at the rushed teenager and stood straighter

"You know this kid?" Sky Knight asked

"He's my younger brother, what happened?" Hobie asked

"I don't know, Spiderman's looking into it at the moment" Sky Knight said

"Was there anything to tell you what happened?" Hobie asked

"Just a gunshot" Sky Knight said

"Gang members, I'm pretty there has been an influx of these sorts of things since Bonesaw and the Skulls were beaten, now several other gangs have been stepping in, the only one not making a move is Kingpin; and that's because no one wants to mess with him" Hobie said "And the worse one of them is Tombstone"

"Tombstone?" Sky Knight asked

* * *

"So if I was a bunch of gang bangers where would I be hiding?" Spiderman asked

"What do you mean Gang bangers?" a voice asked causing Spiderman to turn around, to see Ghost Spider landing next to him "Does it have anything to do with Hobie freaking out?"

"Hobie, of course that kid was Abe, Hobie's brother. I should have seen it before" Spiderman said

"And since you mentioned Gang-bangers I'm guessing he was shot" Ghost Spider said

"Yeah, he was, pretty badly as well" Spiderman said

"So what are you going to do?" Ghost Spider asked before she looked confused "That was different"

"What was?" Spiderman asked before his spider-sense went wild "Spider-sense!" he gasped

"Is that was that was?" Ghost Spider asked

"Yeah it is, and it's usually a sign of danger' Spiderman said pulling her down as a storm of bullets fly over their heads

"Hey freaks, this is Tombstone's turf now and anyone caught here has to pay the toll" a gang banger said

"Tombstone?" the two spiders asked before they got out of there

* * *

Once they were back at school Peter had his laptop out trying to find anything on Tombstone when Harry sat down

"How's Hobie?" Peter asked

"Not good, but he's with his mother now so it should be okay" Harry said "Do you know who is controlling the gang-bangers that shot Abe?"

"Yeah, we met some more and they belong to one Lonnie Lincoln aka Tombstone" Peter said

"Tombstone, wasn't he a hitman, how did he become a gang leader?" Harry asked

"That is what everyone including Kingpin wants to know" Peter said

"So where is his turf?" Harry asked

"Right around our school" Peter said

"That's not good, what does SHIELD say about him?" Harry asked

"I'll have a look." Peter said only to be blocked "Then again"

"Teresa's our link in, maybe we should ask her" Peter said as his phone rang

* * *

"Why are you looking into Tombstone?" Teresa asked

"Shooting in the area, he may have been involved with it somehow, what's SHIELD's interesting?" Peter replied

"He's a hitman who has taken out a couple of SHIELD agents, and I've checked he wasn't involved in dad's death. Jackal was way too happy to reveal that" Teresa said "But still, stay away from Tombstone" she said "I mean it!"

"Okay, but if he comes to our school all promises are off" Peter said

"Alright, but only if he tries anything" Teresa said hanging up

"He's trouble" Aaron said

"I know, he's supposed to be smart, he may not be Stark levels by he was always tinkering. But I think he's limiting his intelligence for some reason" Teresa said

"Which is why he's using your dad's equipment" Aaron said

"I just wish I knew how and why he's doing it" Teresa said

* * *

The group were about to walk out of school when several grey muscle cars rolled up and several thugs got out with semi automatic handguns, which they all cocked. The team looked nervous before one of them speak

"Alright he's what's going to happen now, all of you kids are going to get a golden opportunity and join up with Mr Lincoln and if we get enough we'll leave your school alone. If not well" The leader said as they aimed at the students. Peter gulped before subtly shifting his wrist so he's web-shooter was in place before he would need to use it

"Hey" a voice said making the leader turn to someone wear dark green tactical gear, clawed gauntlets and a purple mask

"who's this freak?" one of them asked

"Simple, I'm The Prowler" he said grabbing the thug's head and slamming it into the car before throwing him into some more then turning to the others. "who's next?"

"Get him" the leader said making the rest of them charge at Prowler, who just shrugged and threw a punch at one of them, before flipping another over into the car and elbowing the thug's head into the windshield. Watching this Peter, Flash and Miles left the crowd to became their hero identities

"So how are we doing this?" Kid Arachnid asked

"Carefully, that mean no excessive force unless required, you got that AV?" Spiderman asked

"I hear you" Agent Venom said cracking his knuckles

"Let's move" Spiderman said

* * *

Soon the three spider heroes leapt into action and started to web up the thugs making Prowler look shock as he saw Spiderman jump over his head and fling tow thugs into the wall and web him up. Agent venom collided several thugs using a gridiron tackle. Kid Arachnid was being overwhelmed by the biggest thug then and held up his hands, to block a punch only for the thug to fly backwards

"That's new" Kid Arachnid said looking at his hands and electricity were dancing across the. "That's real new" he said before ducking and dodging the thug, so he jumped in the air and landed on the big thug and clapped his hands onto the thug's head unleashing a blast of the electricity making him fall over out cold. "That works" he said before seeing Prowler about to be shot by the leader of Tombstone. Only for Agent Venom to come up to the leader and knock him out before allying him on the ground

"Thanks, but I had these guys" Prowler said

"I don't think you did" Spiderman said

"Whatever, just don't let me catch you going after Tombstone" Prowler said "He's mine got it?"

"Too bad, we've already been warned off by someone else" Spiderman said

"We have?" Kid Arachnid and Agent Venom asked

"We have, SHIELD has asked us kindly to back off" Spiderman said

"Like I care, all I want is Tombstone's name of his own tombstone" Prowler said walking away

"Damn it" Spiderman said before firing a spider tracer at Prowler

"Good move Spidey" Agent Venom said slapping Spiderman on the shoulder

"Thanks" Spiderman said

* * *

In a club somewhere an Albino wearing a stone grey suit was sipping from a glass of the finest Scotch while listening to some Louisianan Jazz when one of his thugs walked in

"Ah Mr Lincoln?" the thug asked as the Albino got up and glared at the thug "Mr Tombstone"

"Yes, what is it?" Tombstone asked as he sat back down and sipped his drink again

"The school you sent us to" the thug said

"What about it?" Tombstone asked

"Spiderman and several new guys showed up" the thug said

"New guys?" Tombstone asked

"We only got one of their names and it was Prowler" the thug said

"Prowler, haven't heard that name in years. He was an old enforcer for Fisk before he was arrested for killing a Irish mobster while saving his Pig of a brother" Tombstone said "Was it the same guy?"

"No, we check he was a different Prowler, younger to" the thug said

"I see, and my men?" Tombstone asked

"Arrested" the thug said

"I see" he said as he inhaled smoke from a cigar and then let it roll out of his mouth from in between his pointed teeth. Seeing Tombstone's teeth the thug gulped and stepped back a bit, smirking Tombstone took another slug from his cigar and looked at the man "Tell me, do you know I got my teeth like this?" he asked

"You filed them to points" the thug said

"Wrong, you see when I was 18, I was about to dump a corpse in the middle of the ocean, when all of a sudden a massive gust came along and threw me into the railed, shattering every single tooth I had, it was painful, like real painful. The only thing I can think of is having salt water and acid poured on a wound, so when I got back to shore my boss sent me to his dentist; nice bloke and he had to remove all of the shard that remain and when I had none left he asked if I liked Sharks, so I nodded and then he gassed putting me out for a good while" he said unaware that Prowler was now inside the club listening "So when I came to; I had a brand new set of teeth that were ripped from the mouth of a Great White Shark" Tombstone said, "And my nails, those I pulled off and replaced them with razor blades" he said before shoving his thumbs into the thug's eyes before slashing his throat. He clicked his fingers and two guards dragged the body away before he sat down to enjoy the Jazz music again when Prowler landed behind Tombstone and crept closer, only to be thrown into a pillar while Tombstone strangled him "You're this fake Prowler huh?" Tombstone asked

"Yeah I am, so what?" Prowler asked

"You been messing in my business boy" Tombstone said

"And you've been messing with my friends" Prowler said glaring at each other before the door burst opened

* * *

"SHIELD! Don't move anyone!" an agent shouted as several heavily armed SHIELD agents swarmed in

"Lonnie Thompson Lincoln, you're under arrest!" Teresa said wearing an agent uniform

"On what charges?" Tombstone asked

"First Degree murder, blackmail, possession of narcotics, distribution of narcotics, kidnapping" Teresa said asked

"Like you can put that on me" Tombstone smirked

"Okay" Teresa said taking a swab and wiping the blood on his hands and then doing the same to the corpse

"Oh you bit" Tombstone said before he was taken away, Teresa looked to Prowler and smirked

"You come with me" Teresa said

* * *

"And what is this place?" Prowler asked

"This is Parker Laboratories, the base of my team" Teresa said

"your team?" Prowler asked

"Think of us as something similar to the Avengers, looking out for the city and neighbourhoods when they're not around" Teresa said stepping into a chamber

"And why would I join you guys anyway?" Prowler sneered

"Because, as much as you want you can't be a vigilante" Spinneret said as she walked out in her costume "You will be targeted by law enforcement"

"Spiderman wasn't" Prowler said

"That's because I have a good relationship with the police, I've worked with them when they needed my help and I've needed theirs before as well" Spiderman said as he entered the room

"So just like that, I'm forced to either pick being a freelancer or joining the Neighbourhood Avengers" Prowler said

"We're not forcing you, we're giving you an invitation, one which we hope you'll take" Spinneret said

"I'll think about, especially since you guys did help me out, and saved the life of that kid" Prowler said

"I hope that kid is alright" Spiderman said

"Me too" Prowler said leaving the labs

* * *

"So do you think he'll join you?" Black Cat asked as her hair swayed softly in the wind

"I hope so, he's a good kid at heart but what he went through against Tombstone was not something lightly" Spiderman said

"Anyway, it was at least good you invited me into the group" Black Cat said

"Don't worry your turn will come one day" Spiderman said kissing her

"I hope so, Spider, I hope so" Black Cat said

* * *

**G'day Guys Grizz here I know its a bit late, so sorry for that anyway this chapter introduces both Tombstone and Prowler, originally it was just going to be Prowler only to have Tombstone brought in during this chapter as a threat only to be dealt with by SHIELD in this chapter; but I will bring him back as well. Not to mention a hint of the Big Hero 6 team joining this shared universe project which I'm deciding on what to do with them. **

**So until next time I'll catch you on the flipside**


	23. Slingtime

It was pretty quiet in the library when Liz came charging making the usual group of friends pay attention as Liz skidded to a halt and calmly walked backwards

"Hey Liz what's up?" Gwen asked seeing that the girl was ultimately happier since she was affected by both Gabriel and the Venom symbiote one, Gabe was still a touchy subject though especially with what Harry had told Peter

"Girl's positively glowing with happiness" MJ said

"I got it! I got the part of Dusk" Liz said

"Awesome" Gwen said as the two girls hugged Liz

"The part?" Miles asked

"Oh yeah, I auditioned for the part of Dusk in that new show Slingers" Liz said

"Slingers?" Peter asked

"Oh yeah, they're a group of super powered teenagers helping to save the city of Neo-York from the evil Jack-O-Lantern" Liz said "And their mentor is"

* * *

"I DID NOT SIGN OFF ON THAT" Spiderman raged

"What happened?" Teresa asked not used to her brother ranting and raving

"Apparently that new show Slingers has chosen to use a fictionalised version of Spidey here for the team's mentor and of course he is not happy about it" Gwen said

"And the costume they chose, Red and Blue with a white spider symbol, going from the top of the boots to the base of the neck. Who has that?!" Spiderman said

"Over here" Anya said reading a teen magazine "Ouch, I don't think you're going to like who is playing Spiderman"

"Who?" Spiderman asked

"Tobias Hunter" Anya flinched

"THAT HACK!" Spiderman said shocked "It should have been Leo"

"Leo Donaldson?" Teresa asked

"Yeah" Spiderman said "Okay, time to end this"

"Wait" Anya said as she and Gwen suited up as Ghost Spider and Arana and took off after him

* * *

"You are not shutting down this project" Arana said

"Why not, did they ask permission?" Spiderman asked

"No" Ghost Spider said

"Then I'm shutting it down, or at least getting better credit" Spiderman said

"Can't you just take it up with the legal department?" Arana said

"And who would that be?" Spiderman asked

"We could check and find out!" Ghost Spider said

* * *

It was the first day of Liz's shooting since she was just cast as Cassie St Commons aka Dusk because of her original actress breaking her leg in three places. So she was walking to see Joe Pollina rock on stage, he was playing Johnny Gallo aka Ricochet, Dusk's love interest on the show, the other two actors were who Bobby Trencher played Ritchie Gilmore aka Prodigy and Mike DeZago who was playing Eddie McDonough, she noticed that Mike had a form of cerebral palsy in his right arm which he made fun of by joking about it

"Places please" the director called as the cast got ready for the first part of the shoot, which was a kissing scene straight out of the gate, Liz was placed up against a wall by Joe who tenderly held her chin and tilted it up

"Johnny, not here" Liz said

"When Cassie, huh beside who one's looking" Joe said

"What about when Ritchie and Eddie come, or worse Prof Webber?" Liz asked

"Who cares about them" Joe stated leaning in and kissing Liz while sliding his hand up her thigh about to reach her skirt

'And cue Prof Webber' the director said as their teacher was suppose to walk in but didn't which confused everyone 'Where is Tobias"

* * *

"Please don't hurt me" Tobias Hunter said he was dangled by Spiderman, who looked mighty pissed even under the mask.

"I'm not going to hurt you, much" Spiderman said

"SPIDERMAN!" a familiar voice said making him look down to see Felicia standing there with a shocked look on her face "WHAT ARE YOU DOING?!"

"Having a chat?" Spiderman smiled

"Put, him, down!" Felicia said

"Okay" Spiderman said lowering the actor to the ground before he stood in front of her, sighing she grabbed him by his costume and dragged him off, once they were out of sight, Felicia turned to him

"What was that?" she asked

"That was me, defending me" Spiderman said

"Okay, I know he's not exactly the best actor" Felicia said

"And they didn't ask if they could use my hero identity" Spiderman said

"Which is technically public domain, I could be wrong" Felicia stated

"I thought I was affiliated with SHIELD" Spiderman said making Felicia rub her head before looking at her boyfriend "You smell nice"

"Thanks" Felicia said "Anyway we have to get back to the set and have him film his scenes, and then if you like I can take you to legal so you can have a talk with them"

"Sounds good" Spiderman said before his spider-sense flared up

"Spider-sense?" Felicia asked

"Yeah, and there is only one person I know of who could set it off here" Spiderman said checking his tracking software and he frowned "So he is here"

"Who?" Felicia asked

* * *

Quentin Beck was wandering around the set looking like one of the cast mates, unknown to everyone else who he was, he was currently rigging up some lights and making sure the equipment was safe before walking away whistling. Ghost Spider looked over and became alarmed.

"What is he doing here?"

"Who?" Arana asked before spotting the threat "Shit, this shoot could be in danger" Arana said

"I agree, we should check all of the equipment" Ghost Spider said

"But first we have to warn the director" Arana said

"Good idea" Ghost Spider said

* * *

"Come on, where are you?" Spiderman asked

"Any luck?" Black Cat said adjusting her costume, since she had to rush to put it on

"No, we have to find him an soon" Spiderman said before his spider-sense went off, he looked around and saw Mysterio messing around with a couple of costumes. "DOWN THERE!"

"I got him" Black Cat said throwing her grappling hook at the former special effects maker, who created a portal and rushed through she looked back at Spiderman who had his tracking program up trying to find Mysterio, only to shake his head "Damn it, okay I'll speak with the director about this, meanwhile you better check out those costumes" Black Cat said leaping away

"Got it" Spiderman said as he quickly hid to change into Peter Parker and leapt down before he pulled out his camera and started to take pictures while looking for something that was not out of the ordinary, though he did admit the costume looked pretty cool, but he had to pause at the man of one of them "Night Monkey, which hero is that one?" he asked before he looked around the set with a press pass he had brought along

"Getting any good shots?" Liz asked

"Yeah I am" Peter said before looking around, he frowned when he saw the villain's choice of transport "Hey Liz, this character the Jack O-Lantern"

"Yeah, I asked as well and it was confirmed, the actually redesigned him to resemble Green Goblin" Liz said sighing

"That was not a good day" Peter said taking a picture of the villain costume, he then moved to look at the civilian clothes.

"Yeah, so what do you think of Tobias Hunter playing Spiderman?" Liz asked

"Should have been someone like Leo Donaldson, Todd Crews heck Andrew Stone would have been better then Tobias Hunter" Peter said

"What about Tommy Webber?" Liz asked

"He'd be good if they were focusing on Spiderman himself" Peter said "And not this future stuff, and Neo-York?" he asked

"Its apart of the back story" Liz said

* * *

"Excuse me, I'm looking for Legal" Teresa said as she walked into an office area

"That would be me, how can I help you" a voice said

'they hired Jen Walters for the series?' Teresa though "I'm Teresa Parker, I work for Spinneret and her team; which happens to includes Spiderman" she said

"I realise that, and since Spinneret is a SHIELD agent you're concerned with us making this series with Spiderman as a character even though we failed to ask, well you see until we knew about Spiderman being affiliated with SHIELD he was public domain as it were" Jen said "And you think this is all bullshit don't you"

"Pretty much, now how much will Spiderman be getting from this production?" Teresa asked acting like the agent she was

"5% cut, but since we don't know who he is we'll be holding on to it, until he can do so" Jen said

"SHIELD will take it and give it to him, since we know his identity" Teresa said

"And what if we don't?" Jen asked feeling a slight draft in the room

"They you'll be shut down faster than I can close this book, She-Hulk" Fury said suddenly appearing reading a law book

"Hello Nick, what can I do for you today?" Jen asked

"Mysterio, he was here just before Jen, and you and Agent Parker here missed him" Fury said snapping the book shut "And I can now see why" Fury said

"Sorry sir" Teresa said

"I agree" Jen said

"No worries, now we have to smoke this smoke and mirrors using bastard out into the light" Fury said

* * *

Felicia was walking around with a baton in her hand ready to use while she was looking for Mysterio when Peter walked up to her

"Anything?" Felicia asked

"No" Peter said looking at his phone to try and use the tracer program to locate the villain. Suddenly Peter's Spider-sense went off as they saw the character of Jack-O-Lantern

"Okay, that was weird" Felicia said

"Why?" Peter asked

"Before that was William O'Forrester and he's not suppose to be on set until this afternoon" Felicia said while Peter looked at the tracker "so why is he here"

"That's our target, Anya Gwen we've got Mysterio" Spiderman said

"On our way" Anya said

* * *

Arana and Ghost Spider jumped down and looking around

"What are we looking for?" Ghost Spider asked

"The character Jack-O-Lantern, that's who Mysterio is disguised as, and be careful Mysterio could have rigged the suit with extra dangers" Spiderman said

"Got it" Arana said before she dodged a flaming pumpkin "Okay drop the act Mysterio!" she shouted

"Oh dear, its seems I have been found out" Mysterio said before ending his illusionary disguise before throwing the bombs

"Didn't Peter say he was fired from his last on set job for faulty pyrotechnics?" Arana asked

"Yeah he did" Ghost Spider said as the two spiders were about to attack when Liz grabbed a pole and raced in and smacked it against the helmet of Mysterio which bounced off with a small pop sound. The illusionist turned around and kicked the girl back, giving the two spiders the advantage on attacking him. They webbed up his feet and pulled them out from under him making him fall to the ground, only to have a gate open up and him go through before closing it, cutting the web off

"Activating the tracing program" Ghost Spider said

"Anything?" Arana asked

"Give it time" Ghost Spider snapped

* * *

"Damn Spiders" Mysterio said before Spiderman and Black showed up "How many more of you are there?"

"A couple" Spinneret said

"Quentin Beck , we meet again" Jen said

"Jennifer Walters, I didn't think I would ever see you again" Mysterio said

"Well you had faulty pyrotechnics, so you had to be booted off" Jen said "So why are you here?"

"What do you think, I'm here to barbecue Sammy Ryker!" Mysterio said

"Wait Sam Ryker is working this?" Spiderman asked

"You didn't know?" Arana said

"NO!" Spiderman said as Mysterio tried to slink away, only to be stopped by Spiderman who yanked him back "Where are you going?"

"NONE OF YOUR BUSINESS!" he shouted firing an energy blast at Spiderman who was hit and tossed back,

"Think again" Spinneret kicking Mysterio in the back before the magician opened another gate and stepped through it, The two spiders quickly fired their webs at the villain, who quickly closed the portal before they could get him

"Damn it" Spinneret said

"He'll be back; he'll always be back" Spiderman said as he glared at the place where

* * *

"So you're okay with this now?" Arana asked as they were watching the filming of a new action scene involving the characters fighting in a burning warehouse with the villain acting full evil

"I guess, but at least they're giving me some credit" Spiderman said

"And they did kind of fix the costume" Ghost Spider said showing the new costume was now mostly black with red on the face and chest and the white full body spider was now a black spider that only covered the red section of the chest, they had written a scene where the old suit was destroyed. The trio of webslingers were enjoying the filming when the director yelled cut causing the actors to loosen up their bodies and then going to their chairs to watch the footage of what they just shot

"Why is it every time we come up against Mysterio we never beat him and even when we do he pulls a slippery eel and escapes?" Arana asked

"I'm not sure; but I have a bad feeling about it" Spiderman said

* * *

**G'day Guys Grizz here well, I'm not going to kid around and say, yes this chapter has been inspired by the recent MCU/Sony movie deal breakdown, plus the team called the Slingers were an actual thing in the comics with each one being a back up alias for Spiderman when something bad happen. Now most of the actors brought up in relation to the 'show' have were named around Actors linked to the Spiderman movies, expect the actors playing the Slingers outside of Liz who are named after their creators, now if this concept seems similar that is because I kind of borrowed it from cornholio4 who uses it in his recent Spiderman fic so go check that out**

**and until next time I'll catch you on the flipside**


	24. A Spider's gambit

**Continued from X-Men Days of Future Shadows chapter 9**

He was working on a lead that Teresa had given him on a group called the Enforcers and that they were working out of a gambling den somewhere in New York; Fury wanted them since they were working alongside something called Wide Awake; so Spiderman started to hunt them down, but something made him head to this location and saw the Enforcers were about to attack someone, so he jumped in and webbed up the big guy's legs and pulled them out from under him when he fired two web bullets at the other two

"About time I found you guys, so what's up; you playing 52 pick up?" the new guy asked before he turned to the guy about to be attacked who was charging up some cards, Spiderman then aimed at him with his webshooter at him

"Who are you?" they asked each other before they were forced back to back and facing down the four villains.

"Well this is going to be fun" Gambit said  
"SO do you know these guys?" Spiderman asked

"No I don't" Gambit said "Name's Gambit"

"I'm Spiderman" Spiderman said 'How did I get into this mess?' he thought. He noticed that one of them were not a part of the Enforcers "Who's that guy?"

"That's Arcade, one seriously sick puppy" Gambit said as he threw some cards at Arcade who dodged the charged cards who then tried to grab a case "And make sure he doesn't get that case"

"Why what's in there?" Spiderman asked

"Funding for someone who controls an anti-mutant agenda" Gambit said

"Ant-Mutant, does that include metahumans?" Spiderman asked

"I'm not sure, but if they do, we're all screwed" Gambit said

* * *

"Imagine my surprise when I walk into a particular bar and I find you all of people here" a gruff voice said as Teresa was at the bar sipping her cocktail "Fury send you?"

"No, he didn't we were tasked with tracking another problem, the Enforcers since they had been a problem for awhile since they have been acting rogue" Teresa said

"So what else is bothering you?" Logan asked

"They have been rumours of someone named Arcade, he's apparently been hired by Wideawake to test something dubbed a Sentinel" Teresa said

"That creep" Logan said as he lit a cigar, only to have it put out by Vanessa who refilled his glass, he shrugged and started to drink "Never thought he would be working with Trask"

"Bolivar Trask?" Teresa asked

"You know of him?" Logan asked

"He's worked with SHIELD before, so we have a file on him, never thought he would be one of the anti-mutant agenda" Teresa said

"Yeah, we've been in a shadow war with Wideawake to recover the students of Xavier's academy and stop the Sentinels" Logan said

"They kidnapped the students?" Teresa asked

"Yeah they did" Logan said "But we have no idea where the professor is" he sighed sadly

"We could help with that" Teresa said

* * *

"Hit the deck" Spiderman said as he flipped over a table giving him and Gambit cover. Gambit then threw several cards at Arcade who simply dodged them and pulled out a simple gun and open fired at the two heroes

"A gun, he has a carnival of murder, several death robots and other sadistic ways of murder and his using a gun?" Gambit asked

'I don't think it is" Spiderman said as his spider sense went off when the bullets broke through the table shocking the two teenagers. Gambit then charged up more cards and threw them at Arcade who dived out of the way and pointed his gun to the left and fired twice

"He'll miss" Gambit said as he threw more cards

"DOWN!" Spiderman said pulling the mutant down as the bullets embedded in the pillar behind them

"Smart bullets, this asshole has smart bullets!" Gambit said "How does he has those!"

"And where did he get them" Spiderman said

"I have no idea" Gambit said

* * *

"Man, I would hate to go up against this guy" Aaron said looking at something on the computer

"Who?" Flash asked

"Harcourt Teesdale aka Arcade, who's a mad scientist assassin" Aaron said

"Define Mad Scientist assassin?" Oliver asked

"He's a genius in the areas of robotics, mechanical and electrical engineering, he appears to process medical training as well" Aaron said "Heck he is also the owner of the world's worse and most dangerous theme park; Murderworld" Aaron said "Plus he has ties with Project Wideawake; an anti-mutant movement which has ties to government funding"

"And that means?" Oliver asked

"Arcade is not someone to mess with" Flash said

"Which is why Pete's picked a fight with him" Gwen said

"WHAT!" the three guys said

* * *

"Those wide awake bastards must have given him those smart bullets" Gambit said throwing some more cards

"Yeah, but how many?" Spiderman said as he dodged a couple more, Gambit frowned before looking at Spiderman "What?"

"How far can you shoot them dere webs?" Gambit smirked

"Oh...I didn't think of that" Spiderman said

"On three" Gambit said

"Okay" Spiderman said

"THREE!" Gambit shouted throwing cards out making them explode over Arcade's head giving Spiderman time to web-yank the gun out of Arcade's hands and passed it to Gambit. The Cajun smirked before charging the gun up and throwing it at Arcade, making it into a grenade.

"WHOA!" the trio said making it explode.

"That was awesome" Gambit said as the two heroes went over to Arcade, Spiderman quickly webbing him to the floor

* * *

"So what do you want to know?" Arcade asked

"What's in the case" Spiderman said

"What I be wanting" Gambit said opening the case before frowning "That not cash"

"No shit" Arcade said

"So what is it?" Spiderman asked

"Vibranium" Arcade said "1.2 million dollars of the alloy, smuggled out of Wakanda during the failed uprising by Killmonger"

"How did you get it?" Spiderman asked

"It was passed to me by a man named Klaue when I was passing through Somalia" Arcade said

"And you're here because?" Gambit asked

"I was going to sell the Vibranium to the Enforcers and then they were going to sell it on the black market" Arcade said

"And where did they get the money?" Spiderman asked

"We're in a gambling den, dumbass! You do the damn maths" Arcade said before he was punched by Gambit

"Anyway, were you going to give this shit to Wideawake?" Gambit asked waving a cylinder of Vibranium around

"Do I look that stupid? I was going to give it to the Enforcers so they could do the stupid shit with it" Arcade said before being punched by Spiderman "WHY ARE YOU PUNCHING ME?"

"Cause we can" Gambit said punching him before turning to Spiderman who was looking at something "What is it?"

"Kraven was a part of Killmonger's uprising and since we're talking Vibranium he should be nearby" Spiderman said

"Well, I'm getting my money and leaving" Gambit said

"Why do you need this money for?" Spiderman asked

"Hiring someone to help us" Gambit said he went to looked for the money. Arcade them pulled out a remote and aimed it at the wall before something crashed through the wall

"What is that?" Spiderman said looking at what was a simple looking robot

* * *

"A murderbot" Spinneret said as she landed with Spiderman's team

"And we thought he didn't have any one him" Wolverine said walking in with a small team of X-Men composed of Rogue, Shadowcat, Colossus, Havok and Psylocke

"You couldn't keep out of trouble could you?" Rogue asked

"Ah guys the murderbot?" Spiderman said as several more came crashing in

"I'm going to kill you after this!" Arana said

"Who cares, I'm getting itchy for a fight" Agent Venom said as he jumped into the fray, smashing one once he landed on it and webbed second one towards him, only for Steel Spider to spear it with his spider arms "That was mine" he griped

"Too slow" Steel Spider said jumping into the air

"Aluminium Asshole" Agent venom said punching another murderbot

* * *

"Silk behind you!" Ghost Spider said as she webbed one to the ground

"I've got you" Shadowcat said phasing through it to disable it

"Thanks" Silk said landing next to the mutant girl before he spider sense went off, she grabbed Shadowcat's hand and pulled her out of the way as a murderbot landed where she just was standing "Now we're even"

"Wasn't keeping count" Shadowcat said smiling

"HEY!" Rogue said sliding around the corner with Ghost Spider, "You two okay?"

"Yeah we are" Silk said

* * *

"Colossus, throw me" Wolverine said before Colossus nodded before getting ready to throw him

"I've got your back" Scarlet Spider said as he jumped over the murderbot and tripped it with his web before Colossus threw Wolverine at a second one about to stab it when it caught the mutant and threw him into Scarlet Spider before Colossus caught them, then turning his attention to the murderbot and charged at it before Wolverine blocked the blade of another one and using his un-occupied hand he slid the claws into the murderbot he was facing down when another one tried to sneak up on him, only to be dealt with by Spinneret yanking his head off. Wolverine huffed before he saw two of the murderbots attacking Psylocke, with a growl he jumped over and shoved both sets of his claws into them. Psylocked then summoned her psionic-sword and cut them in half

"Thanks" Psylocke said before they all gathered again with Arana ripping one of them apart as she walked over

"Okay So who gets him" Arana asked

* * *

Arcade quickly gulped and back up before he was webbed back to the floor

"You wouldn't let them harm me would you Miss, Wolverine?" Arcade asked

"Shut it" Gambit and Spiderman said punching him in the face. Spiderman then frowned

"Hey Steel, think you can work your magic here?" Spiderman said

"You think there's some robotics?" Steel Spider asked

"Yeah, and we've been dealing with him since the beginning" Spiderman said

"You mean this isn't the real Arcade?" Gambit asked

"No, well not now. He must have swapped out with this thing when we were scuffling with the murderbots, straight from Murder World I take it" Spiderman said

"Yeah" Havok said blasting the Arcade bot "He must have gotten the idea from the asshole Doom"

"Well, we recovered the Vibranium and that's all that matters" Spinneret said "Wait, where's your Cajun friend?"

"He must have snuck off, Gambit!" Rogue snapped

* * *

"And with this final twist I shall have all I need" Gambit said as he went to open the safe, only for it to be webbed close "We really going to be doing this?"

"Yeah we are" Spiderman said as he walked in "So, you think you're going to get pass me and rob this safe of what, 100 grand, then what?" the webslinger asked

"I'll double it and then offer it to a merc who has knowledge my team needs" Gambit said drawing the Spade of Ace while charging it up

"Okay, even if I was okay with you robbing an illegal gambling den's safe. What makes you think I would be okay with you robbing a gambling den in the first place" Spiderman said

"200 grand to help save mutantkind instead of it being spent to buy the things needed to kill dozens upon dozens of people I can't see the downsize" Gambit said rotating the card slowly

"You're still stealing, look maybe I can get you some funding from SHIELD or something like that" Spiderman said

"Please, SHIELD would most likely want my kind in the ground" Gambit sneered before he tossed the card, only to have it knocked out of the air by a web bullet. Spiderman used the explosion to jump at Gambit, who simply drew his collapsible quarterstaff and hit Spiderman with it, the spider theme hero wavering a bit before focusing a bit going in for a hammer blow when Psylocke appeared and used her telekinetic ability to break the fight up, she sent a not so subtle glare at Gambit who backed down a bit

"Are you two done?" Psylocke huffed

"Yeah" they said

"Good" Psylocke said releasing them making them fall to the floor. Gambit sighed, grabbed his staff and walked out into the room

"That actually hurt" Spiderman said moving his lower jaw

* * *

"Not the smartest move" Spinneret said holding a bag of ice to Spiderman's jaw as SHIELD looked around the place, Wolverine and the X-Men were talking with one of the agents who was on good terms with Wolverine, once he was done the leader of the X-Men came over

"Well this was an experience we would have to do again" Wolverine said

"I agree" Spinneret said "Now to the matter of what your friend wanted, what was the name of the merc he was trying to hire?"

"Deadpool" Wolverine said

"Okay we'll look into that since SHIELD has been wanting to keep an eye on him and since he's a part of Wideawake, things will not be easy to get him" Spinneret said

"Nonetheless, I look forward to our next partnership" Wolverine said before walking off "And Dugan we'll have to go for the beer"

"Sounds good" the agent he was talking to before said

"Come on, we should get you home before Aunt May gets worried" Spinneret said

"Okay, okay" Spiderman said

* * *

Meanwhile back in his fortress of death and merriment Arcade sat on a throne composed off large dice he smirked as he watched the groups leaving

"I may have lost the Vibranium, but I had so much fun that I might have to play with them again in the future" he laughed before taking a handful of darts and throwing them at a collection of photos, which one being those who attacked him. However his manic smile turn to a stern frown when he looked over at another screen "Though, I might be playing with them sooner than I thought" he said before viciously smirking "And I hope you will have fun playing with them; Cain, Sergei!" he said laughing his head off.

* * *

**G'day Guys Grizz here With the second part of the crossover special with Arcade running away like a coward but he'll be back. Anyway one of the things I had planned for Radical Spiderman was that Gambit was going to be Peter's hero mentor then I started Days of Future Shadows but I think I like this version better also yeah I might do a mini-series about Arcade's revenge later on, but it was a challenge writing the character so he'll be back and who knows what he has planned **

**So until next time I'll catch you on the flipside**


	25. CK

**WARNING! the next three chapter may involve graphic imagery and dark themes such as serial killings. Be if you don't like these things please skip this arc of the story!**

Something was wrong, and Peter wasn't the only one whose spider sense picked up on this, looking around he saw Gwen, Miles, Anya and Flash look nervously before shrugging it off, only they soon felt that uneasiness again when then walked past a certain section of the school. Peter looked around and dashed outside before pulling on his costume so he could investigate.

"Okay so where is whatever is triggering our spider sense" he said looking around it wasn't long before he actually found what it was, there in an alley nearby was a grizzly sight

"what happened?" Agent Venom asked

"I don't know" Spiderman said

"The fact that this alley is covered in blood and smells of iron isn't something to be casual about' Agent Venom about

"I'll call the police" Spiderman said

"And what should we do about that?" Agent Venom asked pointing to the only thing there that was clear to make out

"CK? What or who is CK?" Spiderman asked

* * *

"A serial killer, and one that we haven't been able to catch" Jefferson said

"And why not?" Sky Knight asked

"Because any evidence we find is drown in blood" Yuri said as a very skinny man walked under the police tape, his most noticeable feature was his bright coppery red hair

"Not to mention, if you look at the C and the K, you'll noticed the ends were smooth off by something, probably a piece of cloth so that fingerprints are eliminated so we can't tell who it is, plus there is a lot of arterial spray meaning that he cut her neck savagely" he said

"Looks more like he ripped out her heart and used it as a paint brush" Agent Venom said looking around. He was still unnerved

"Oh where are my manners, my name is Clayton Kennedy" Clayton said

"Ok then" Spiderman said looking at his allies 'Something about this feels familiar, maybe the Bugle archives will have what I need, so once again who in the world is CK?' Spiderman mentally asked

* * *

"What's up?" Eddie asked as he walked past Peter's desk

"I'm just looking up something from the archives"

"And that is?" Eddie asked taking a sip of coffee

"Something called CK" Peter said

"The CK Murderer?" Eddie asked "Peter are you sure that is a wise idea?"

"Yeah why?" Peter asked

"Because the CK murderer is one of the most dangerous ones in the history of America, 20 deaths in five different states leading from Kansas to here; please what ever you do; DON'T Get involved' Eddie panicked

"What if I already am?" Peter asked

"Then back out of it just as you can, from what I saw of him in San Francisco, calling him a monster is how I would describe him, but that's the only way I can" Eddie said

"What kind of weapons did he use?" Peter asked

"I see you're not taking my advice, so I'll tell you that in San Fran he used a serrated hatchet and horse tranqs to commit the murders

"And the blood?" Peter asked

"Still figuring that one out" Eddie said as he doubled over

"You okay?" Peter asked concerned

"Yeah, the symbiote's been acting weird" Eddie said "Plus I've been having weird craving man"

"Such as?" Peter asked

"Raw meat" Eddie said

"Raw meat, why would Eddie be craving raw meat, or maybe it's the symbiote that is experiencing the cravings" Spiderman said

* * *

"What cravings?" Agent Venom asked as he entered the lab

"Hey Flash you haven't been wanting to eat raw meat have you?" Spiderman asked

"No, should I?" Agent Venom asked

"Well Eddie has been, so I was wondering since you're wearing a clone of the symbiote" Spiderman said

"That's odd" Agent venom said

"You've got that right, mind if I have a look at your suit?" Spiderman asked

"Sure, but I doubt you'll find anything" Agent venom said

"I'm sure I will" Spiderman said pulling out a string of black goo

"Is that?" Agent venom asked

"Yep, a piece of Venom that was still on me when we unbounded" Spiderman said "I still have to thank Green Goblin for that actually"

"Too bad he's disappeared" Agent Venom said "I'm sure Sky Knight would have loved to take a crack at him"

"And yet Sky Knight's tech is close to that of the Goblin" Spiderman said

"You thinking Oscorp made the Goblin tech?" Agent Venom asked

"I'm not sure" Spiderman said

* * *

"Just like I'm not sure about what I'm looking at" Peter said

"May I?" a familiar voice asked

"Dr Octavius, you're back" Peter said

"Naturally" Octavius said smiling "So what do we have?"

"Two strands of the symbiote Venom, only the one of the left is a duplicate

"A clone?" Octavius frowned

"Yeah, Jackal made it" Peter said

"Interesting, huh" Octavius said

"What?" Peter asked

"The symbiote on the right has signs of an additional life in it" Octavius said frowning

"Are you saying what are I think you are saying?" Peter asked

"Yes I am, the symbiote has a spawn out there in the world" Octavius said

"That isn't good I take it?" Peter asked nervously

"I have no idea, I have never studied this race; but the fact Jackal is involved fills me with the worse kind of dread" Octavius said

"Yeah me too" Peter said

* * *

"Thanks for the update" Spinneret said

"What is it?" Ghost-Spider asked

"We may have another symbiote to deal with" Spinneret said

"WHAT!" Ghost Spider shouted

"Yeah, Spiderman juts said it looked like the strand he has contained something akin to an egg" Spinneret said

"Oh shit, that must mean the main suit has given 'birth' for lack of a better term?" Ghost Spider asked

"Yeah, it does" Spinneret said "Or close to it"

"We have to find Eddie" Ghost Spider said

"An it gets worse" Spinneret said

"Which is?" Ghost Spider asked

"This has the Jackal written all over it" Spinneret said

* * *

"CK" Peter said

"You're still on that huh?" Eddie asked

"This coming from the guy who's suit gave birth?" Peter asked

"Okay, but seriously why the interest?" Eddie asked

"This sick bastard was near our school, and we sensed him" Peter said

"Well in that case" Eddie said

"BROCK, PARKER! The CK struck again and I want you two to cover it" Jonah said

"What?" the two said

* * *

"Okay, just remember this is a crime scene" Eddie said

"Got it" Peter said before he had to cover his mouth with his hand and hope not to lose his lunch

"And this is why I said calling him a monster was the only thing I could call him" Eddie said as they noticed the blood was still fresh "How long ago was this called in?"

"Five minutes ago" Yuri said

"And you know this how?" Eddie asked

"Because I was the one who came across it" Yuri said "And then there's the calling card; the C.K"

"Interesting" Eddie said taking notes

"Where's Clayton?" Yuri asked

"He's been held up" Jefferson said before Peter looked at the CK

"Hey Eddie, were there any suspects?" Peter asked

"They originally had a Cletus Kassady pegged for the murders but since they moved away from Kansas he was no longer a suspect"

"I don't think that's the case here" Peter gulped

"What do you mean...CK=Cletus Kassady" Eddie said putting the pieces together

"Shit" Yuri sighed out sweeping her hair back

"And the reason Clayton Kennedy isn't here" Eddie said

"CK" Yuri said "You mean to tell me, we've been giving the CK murderer access to his crime scene so he could clean up and cover his tracks" Yuri said

"Meaning, we're on the wrong end of this thing" Eddie said

"And we have to catch up fast" Peter said

* * *

"Interesting, so they on to me finally" Cletus said smirking as he walked away from the gathering crowd. "Too bad I was starting to enjoy New York" he said

"It doesn't have to be" a voice said

"And you are?" Cletus asked

"the man who can take you from mere criminal to dark legend" the voice said as a man who looked like he stepped out of a sci-fi horror film "But I have many plans, so you may call me Mr Web" he said

"Seriously?" Cletus asked

"Either that or the Tarantula" the man said

"that's cooler" Cletus admitted "So how are you going to turn me into a dark legend?' Cletus asked

"With this" Tarantula said holding up a vial with a dense liquid inside

"And what is that?" Cletus asked

"That is the power of the dark legend on our world at the moment" Tarantula said before throwing the vial to Cletus before walking off

"So what is in here?" Cletus asked

"Why ruin the surprise?" Tarantula smirked before he disappeared

* * *

"Hey I wonder" Arana said

"What's up?" Spinneret asked

"Could Jackal have experimented on the symbiote spawn?" Arana asked

"It's possible, but what would he have done to it" Spinneret said

"That's is something we should look into while we're looking for this CK killer" Arana said before the two female spiders froze "You don't think"

"I hope not, especially with Jackal still behind bars" Spinneret said as the two jumped away just as Tarantula appeared in the shadows

"So they know about Jackal, but not me. Oh well with Kassady now having that little experiment I gave him I can go about my plans without the spiders bothering me, but there is one who could stop me, but I hardly doubt it" he said re-entering back into the shadows before disappeared.

* * *

"GUYS!" Arana said as she and Spinneret entered the lab

"What's wrong?" Sky-Knight asked

"We think that this new symbiote spawn might because of Jackal" Arana said

"Which brings some troubling thoughts" Spinneret said

"Such as what he could have done to it" Silk said as she walked in

"Guys, what if this new symbiote was a sort of backup in case we didn't work out as his personal army?" Steel Spider asked

"And how many back up plans does he have?" Agent venom asked

"Yeah that we should worry about" Spiderman said "on top of Cletus Kassady"

"Who's Cletus Kassady?" Silk asked

"The CK murderer" Spiderman said

"WHAT!" they all shouted

"Yeah so not only do we have a rogue symbiote, but we also have a life ending psychopath out there" Steel Spider said

"We've got our work cut out for us" Spinneret said as she looked at the others.

* * *

Felicia was walking down the street on her way home when she heard a rustling from the grass behind her, looking back there she didn't see anything, but she did increase her speed and made sure her whip was in grabbing distance

"Alright creep show yourself" Felicia said winding her arm back

"WHOA!" MJ said backing up a bit

"Red, you scared me" Felicia said

"And you me" MJ said

"Let me guess you thought I was that CK creep, right?" Felicia asked

"Yeah, I did" MJ said before the two young women started to walk home together when they heard a really creepy noise from behind them. "That was you right?"

"Nope" Felicia said as they went back to back to keep each other from being attacked from behind

"Don't worry girlies I won't hurt you...much" a sinister voice said

"Oh great" Felicia said

* * *

**G'day Guys Grizz here seriously can't believe I'm actually doing a Carnage storyline, which I hope I can do justice to but considering how 'murdery' he is I had to do the warning up top for the arc since it will be messed up but I hope you enjoy it since I'm going to do something which will changes things, and that includes what I'm going to do with the character of Tarantula whop will be something like Jackal but that's all I'm saying**

**so until next time I'll catch you...what do you mean Deadpool's leaked my Neo Marvel Universe plans...OH THAT SON OF A BITCH!**


	26. Carnage

"What is that?" MJ asked as she and Felicia was looking at someone who was dressed in what could only be described a suit of blood with two massive white eyes and sharp claws. Felicia looked back and had a stern expression since there was something they didn't know what they were facing

"I am not a what" the figure said as he lifted his sharp claws that seemed to 'shimmer' in the darkness "I am Carnage"

"Nice to meet you" Felicia said lashing out with her whip which was pulled from her grasp and discarded making Carnage smirked as he started to run at the two women. Acting fast Felicia pulled out her sidearm and fired a couple of shots at Carnage who flinched. "COME ON!" she shouted grabbing MJ's hand and ran off

"Bitch" Carnage said as his suit reformed where he was shot and smirked before he jumped on the wall and started to race after them.

* * *

Spiderman was swinging through the city when he landed on a nearby wall and frowned

"You okay?" Spinneret asked

"I'm fine, I'm just feeling the pressure of being a hero" Spiderman said

"With a team?" Spinneret asked

"Yeah, because now I have the responsibility of leadership" Spiderman said

"I thought that was my job" Spinneret said

"Well, I feel like since I'm your brother it may have fallen to me at some point, plus before the team I was a hero" Spiderman said

"But I did help you out in certain situations" Spinneret said

"Yeah you have:" Spiderman said as he looked at his wrist "And Dad has as well"

"I'm sure you can make something just as good as his tech" Spinneret said before their spider senses went off. "Trouble"

"Yeah" Spiderman said "Guys, I think we just found Cletus" he said over a radio

"We'll track him down and meet you there" Ghost Spider said

"Come on" Spinneret said as she leapt off the tree and flipped in mid air before slinging a web and swinging away

"Right behind you" Spiderman said just firing off a web and swinging after his sister

* * *

"Surprise girly" Carnage said as he showed up

"Oh please, you can't take both of us" Felicia said before Carnage morphed his hand into an axe and smirked at Felicia "Then again" she said blasting him in the eyes as she took MJ's hand and ran off while Carnage was still trying to get his vision back, and once he had come back he growled before leaping into the air. Looking back Felicia frowned. "Okay when I saw so turn around and scream as loud as you possibly can"

"What why?" MJ shouted

"he's suit doesn't like sound at all" Felicia said smiling before she started to mentally count as Carnage closed in on them, once he was about to strike them down Felicia turned and shout "NOW!"

"Okay" MJ shouted unleashing a piercing shriek making Carnage's suit squirm and ripple in pain.

"I'll get you for that" Carnage seethed as he stood up and formed his other hand into an axe and slowly stalked towards them

"Okay, now we RUN!" Felicia said grabbing MJ and running before Carnage threw one of the axes at their heads which missed, they looked back to see the axe turned into goo and rejoined Carnage who turned the corner and roared at them "Come on Spider, where are you?" Felicia said before a solid mass landed in between Carnage

"So you're my spawn" the mass said as it stood up to reveal Venom

"Venom, shit" Felicia said

"What is he doing here?" MJ asked

"Hello father" Carnage said running in and stabbing the ground where Venom was

"Father?" the two girls said before they heard something behind him.

"Tag me in" Agent Venom said kicking him in the head before pulling out his knife and pressed a button on the hilt which heated up the knife

"What is that?" Carnage asked as the red hot knife was shoved into the psycho's shoulder giving Agent Venom time to set up a collaboration attack alongside the original Venom punching Carnage in the face

"Who is this guy?" Agent venom asked

"I'm Carnage" he said before shoving his claws through Agent Venom's arm causing blood to fly out

"Son of a" Agent venom snarled gripping his arm

"Be careful" Venom said "this one is more dangerous than we expected"

"We agree" Carnage said

* * *

"Okay so who is the ugly guy?" Spiderman said landing behind the group

"I think that must be our new symbiote" Spinneret said

"He's called Carnage" Agent venom said "But I don't know the host"

"Oh new play things" Carnage smirked

"I think I do" Spiderman said unhappily "Isn't that right Cletus?"

"So you know who I am" Carnage said

"Yeah I do" Spiderman said as he aimed a webshooter at Carnage and aimed at his chest before shooting out a webline

"Oh and what is that going to do?" Carnage asked before he started to shake and scream

"Its sonic webbing, I designed it to take down your kind" Spiderman said making Venom and Agent Venom nervous

'He had to make that in case one day he had to face us' Agent venom said

"You little punk!" Carnage shouted firing off several tendrils before using his claws top slice the webline before he jumped at Spiderman, slamming him into the ground before taking off laughing manically

"You okay?" Spinneret asked

"Yeah I am" Spiderman said

"Good, because we need to talk" Agent venom said

* * *

"You want to tell us about the sonic webbing?" Agent Venom asked

I made it to counter Carnage" Spiderman said

"Are you sure about that?" Agent Venom asked

"Why wouldn't I be" Spiderman said

"Because it is a sonic weapon that could be used against the symbiotes, which includes Agent Venom and Venom" Aaron said as he walked into the room

"Exactly, no offence Spider, but it does look a bit suspect" Black Cat said

"And not to mention MJ was in the area" Agent Venom said

"You think I don't know that" Spiderman said

"Do you?" Spinneret asked

"You think I would harm my friend at all?" Spiderman snapped

"Maybe you should go and cool down a bit while I analyse the Carnage symbiote for any extra information" Aaron said

"Good idea" Spiderman said leaving

"That was not like him" Spinneret said

* * *

Carnage was whimpering as he was nestled in an alley

"That was something unexpected, but not unforeseen" Tarantula said as he walked over to the insane symbiote user

"You know he would have something like that!" Carnage snarled

"No, I did not but it has confirmed a hypostasis I have had for a while now" Tarantula said

"And that is?" Carnage asked

"Never mind that, but that red haired girl, she could be the link to drawing out the spider" Tarantula said

"How, plus wouldn't they be waiting for me?" Carnage inquired

"They will not, if you do it smartly and follow my instruction okay?" Tarantula asked as he walked off. "come on"

"Asshole, once the spider is dead, I'm squashing you" Carnage muttered

* * *

Spiderman swung through the city while he was simmering down, he landed on a building and leant back on the wall

"You okay?" Ghost Spider asked as she and Sky-Knight

"They thought that I had developed a weapon to counter Agent Venom and I used it on Carnage while putting MHJ in danger" Spiderman said

"Did you?" Sky-Knight asked

"No I didn't, but that didn't mean it wasn't already built" Spiderman said

"What do you mean?" Ghost Spider

"I mean I developed it back when Liz had the symbiote" Spiderman said

"And you're just using it now?" Ghost Spider asked

"Because I couldn't get the sonic pulse to work, thankfully I found the answer while I reviewing something for school" Spiderman said

"Look Pete why not be honest with them?" Sky-Knight asked

"Because things are different now, I've got a team and I'm a superhero for months I was used to being a solo hero but now I'm a leader of a team who shared similar powers" Spiderman said

"Are you feeling stressed?" Ghost Spider asked

"I'm not sure" Spiderman said

"Well you're acting a bit stranger" Sky-Knight said "Then normal"

"Geez thanks" Spiderman said before his spider sense spiked

"You felt that too right?" Ghost Spider said

"Yeah I did" Spiderman said

"I've got nothing on my radar" Sky Knight said

"Then where is it?" Spiderman said

* * *

MJ was walking home with her music playing, she bopped her head along with the beat of the music until she froze and looked around

"Who's there?" MJ asked

"Who do you think girlie?" Carnage said as he showed up

"Not you again" She said as she ran away, Carnage smirked before he turned back into Cletus and stalked making her go where he wanted to go, MJ looked back and felt her panic rise when she suddenly felt clam. She controlled her breathing as she walked into the building site and grabbed two poles and hid behind a pillar.

"A'deen, dva, tri, chetyre, pyat'" she counted before she saw Cletus turn into Carnage and look around for her "Ey mudak!" she shouted as she revealed herself and swung at the red symbiote user who was taken off guard and flinched before MJ rolled away and hid somewhere else

"WHAT WAS THAT!" Carnage snapped looking around "When could she fight like that?" he asked he asked himself before he jumped onto a higher floor to find her. MJ was still controlling her breathing and removed her boots so her footsteps were quieter while she spun the poles she had that were acting as a pair of batons. She rolled into the shadows and looked around, spying a stone by her foot, she picked it up and threw it to make a sound in the opposite direction to her so Carnage would head that way. Once she was in the clear she decided to take in the area when she heard Spiderman and two of his friends enter the site she smiled, grabbed her boots and walked over to them

* * *

"Got him now" Sky Knight said as he descended to the ground with the two webslingers

"Where?" Ghost Spider said

"Oh goodie, I get to pull the legs off of some spiders" Carnage laughed

"Where's the girl?" Spiderman asked

"Why do you care?" Carnage asked

"Because she's a friend of a friend of ours" Ghost Spider said

"Guys I've got movement" Sky-Knight said before MJ jumped down and twirled her makeshift

"MJ?" the heroic trip said before she threw one of the batons at Carnage before she jumped into the air and planted a fist into Carnage's face before Sky-Knight drew his plasma sword and swiped at the making Carnage yell out before Ghost Spider fired some webbing at him, only for Carnage to rip the webbing apart with his newly formed claws and swiped at the group. MJ then glared at Carnage before throwing the other baton making Carnage stumble into Spiderman's path who shot out another strand of sonic webbing forcing Carnage to his knees.

"I've got this Sky Knight said throwing a grenade at the ground where Carnage was squirming thanks to the sonic attack, the grenade exploded throwing out a lime green goo around Carnage which hardened "Glue grenade" Sky Knight said

"Ah" the two said

"Guys, what happened?" MJ asked

* * *

"That was not something you expect every day" Sky-Knight said as SHIELD dragged Carnage away

"But what was that with MJ she was kind of badass" Gwen said as she removed her hood and mask out of prying eyes

"I'm not sure" Spiderman said before spotting an agent escorting Fury over to MJ. Frowning a bit Spiderman so he descended on a webline and saw that Nick had stopped in front of the redhead

"Hello?" MJ asked

"Hello, Miss Watson or should I call you Miss Romanov" Fury said

"Romanov, what do you mean?" MJ asked

"I'll tell you soon, but not out here in public" Fury said "That includes you Spiderman"

"Dang it" Spiderman said

* * *

**G'day Guys Grizz here with the second Carnage chapter with a hint about something that the next chapter will cover, and of course I'm not good with fight scenes but I tried to do something you guys have been wanting and that is Peter actually making something with the sonic webbing and don't worry I'll do more, and maybe I'll try and do Carnage a bit more creepy again in the future if I bring him back**

**So until next time I'll catch you on the flipside**


	27. New Spiders

MJ was worried because of what Fury had said to her, that she wasn't Mary Jane Watson, but someone Romanoff

"Hey you okay?" Flash asked as he, Harry and Gwen came up to MJ who sadly smiled

"Yeah just having a hard time adjusting to the fact I'm adopted" MJ said

"We're going to find out what happened to your real parents and whatever else" Gwen said

"Thanks guys, anyway I got to get to class" MJ said walking off

"Should we tell her?" Flash asked

"Only after this stuff with Fury and her real parents is figured out, then we tell her and maybe even bring her into the group" Gwen said

"What do Peter and Teresa think?" Harry asked

"I'm not sure" Gwen said

* * *

"Agent Parker, do you think I'm making a mistake?" Fury asked

"No idea sir" Teresa said "But I think a heads up would have been good"

"I didn't know until recently" Fury said

"So what are you going to do with her now sir?" Teresa asked

"I'll look things over and then when I meet up with her I'll talk to her and see where things will go from there" Fury said

"What about if she joins my team" Teresa said

"Interesting offer, but what if I put her on another team of trainee heroes" Fury said

"But most of her friends are on my team" Teresa said

"Which is why I'm going to give her the option of continuing as a civilian or joining your team" Fury said

"Good choices" Teresa said

* * *

"Okay so what has my Spider-Sense spooked out of its normal functions?" Spiderman asked looking around before it went off again, this time just as a figure in black armour with gunmetal grey webbing in various places, a dark magenta scarf covered most of his face while the rest of it was covered by a hood like mask

"There you are Spiderman" the man said

"So who are you?" Spider-Man said as he dodged a punch from the figure

"I am Tarantula" he said "And I'm here to end your timeline" Tarantula said as he fired out a webline and pulled Spiderman in and deploy a spike on his elbow and drove it into his shoulder making the hero shout out in pain before he was kicked into the wall knocking him. Tarantula then removed the suit from him and picked in him "I thought you would be tougher" he said before disappearing

* * *

"Okay, so you want to see me" MJ said as she walked into a diner to see the eyepatch wearing SHIELD leader sipping a coffee

"Yes, I did now order something so this doesn't feel so serious" Fury smiled as he gesture to the seat and a menu, MJ ordered a coffee and a bit of cake before turning to Fury "So what do you know about who I truly am?" she asked

"It turns out Mary Jane Watson was an alias given to you by the person who smuggled you out of Russia" Fury said "Well the Watson part came from your adoptive parents Madeline and Phillip Watson" Fury said

"And my birth parents?" MJ asked

"Natasha Romanoff and Alexei Shostakov, aka" Fury started

"Black Widow and Red Guardian" MJ said "So I'm the daughter of two Russian supers" she bitter laughed

"It appears to be so" Fury said

"So how did I get state side and become MJ Watson?" she asked

"It turns out that there was a SHIELD agent inside the Red Room around the time you were born. Now the Red Room had a plan to raise as a super soldier, no emotions, no childhood; nothing but their next generation of operative. The SHIELD agent wasn't having that so they extracted you to the states" Fury explained.

"How did they get me away from my parents?" MJ asked

"The Red Room nurses told them you were stillborn and that they would deal with the aftermath so they wouldn't have to face them" Fury said "This was of course before your mother flipped and join the Avengers" Fury explained

"So what was my real name?" MJ asked

"Mischa Romanoff" Fury stated

"Thank you" MJ said wiping the tears away from her eyes as she left the diner with her order as take away, Fury just sighed as he leant back

"Sir, we have a situation" an agent said

* * *

"That's his suit alright' Steel Spider said

"But where is he?" Ghost Spider said

"And why is he's suit not on him?" Sky Knight asked

"I have no idea, but his tracker isn't on" Arana said

"Hey guys" Cho said as he was using the armour he used when facing Jackal

"Cho, what are you doing here?" Ghost Spider asked

"I saw you guys here" Cho said "Is that Pete's suit?"

"Yeah it is" Arana said

"So where is Pete?" Cho asked

"That is the million dollar question" Ghost Spider said

* * *

"So where is he?" Fury roared as he burst into the command centre

"Lost track of him sir" a voice said making Fury look over to see Agent Quake looking upset

"Great, where was he last seen?" Fury asked

"An alley" Quake said

"That's not good. How is Spinneret handling it?" Fury asked

"Poorly" Coulson said as he walked in

"I can only imagine, do we know who at least took him?" Fury asked

"Yes we do" Coulson said pulling up a file on the screen

"Shit" Fury said seeing who it was

* * *

"So what should I do?" MJ asked

"About what?" Liz asked

"That my parents adopted me and my birth mother is an Avenger" MJ said

"Seriously, and why are you telling me?" Liz asked

"Because you're the only friend I have at the moment I can find, the others have been distant" MJ said

"And I think I know why" Liz said

"What do you mean?" MJ asked

"Gwen's going to be passing by in 3...2...1" Liz said before pointing at Ghost Spider gliding past

"Ghost Spider?" MJ said "Wait, Gwen is Ghost Spider?"

"That's the theory I'm working on" Liz said

"She seemed panicky" MJ said

"Yeah, I noticed that as well" Liz said frowning

* * *

"Okay, so we need to find Spiderman ASAP" Spinneret said walking into their base

"And if we can't?" Cho asked adjusting his Hulkbuster suit

"Then we have lost Spiderman, but now onto another pressing matter" Spinneret said

"And that is?" Ghost Spider asked

"Fury has a suggestion for a new member for our team" Spinneret said

"And they are?" Arana asked

"I'm not sure, I'm going to a meet and greet now. So if you find **anything** on Peter contact me ASAP" she said swinging out of the lab

* * *

"Oh, what hit me and where am I?" Peter asked as he woke up to find himself in some sort of abandoned steel works location. "So why am I here?" he asked looking around when something clicked

"_Hello Spider-Man or should I call you Peter Parker, I am Tarantula the man who brought you to here, a location that your father Richard Parker dreaded since it was here I became what I am today. Now I knwo you have been using his technology and suit to fight crime. I also know you are considered a whiz with science and technology so I am issuing a challenge. Use anything in this building to get out and then I may let you get back to yoru father's lab where your father's gift is waiting for you since I'm pretty sure your friends found it by now, and oh to give you some incentive, I have your girlfriend hidden in the city and I'll do away with her in 30 hours, you have 25 hours to get out leaving you with five hours to find her, but I'm not so petty so I'll allow you to call your team in if you escape, but knwo they'll be on my radar as well. So Spiderman; you're time starts NOW!"_ Tarantula said via a recording before a time with 30:00:00 showed up

"Felicia!" Peter said panciking before racing off to find anything he could use to make a new suit and get out of there. "And of course this arsehole has my webshooters" he said grabbing a wielding jacket and threw it on.

* * *

"Okay Fury I'm here" Spinneret said

"And we're here as well" Fury said as he and MJ walked out

"Miss Watson" Spinneret said "Or should I say Miss Romanoff?"

"Watson please" MJ said

"So you want to join the Spider Force?" Spinneret said

"Spider Force?" MJ looked shocked

"Talk with him" Spinneret said "Anyway I'm the supervisor for the Spider-Force alongside Spiderman and similarly themed heroes; so why do you want to join us?"

"Because I'm the daughter of the Black Widow and like you said you guys are spider theme, not only that I want to check something out" MJ stated

"Don't worry I think you'll enjoy what I'm about to show you" Spinneret said

"Cool, now about gear" MJ said

"I've got something in mind for you already" Spinneret smirked

"Please make it tasteful" Fury said

"It already is" Spinneret said

* * *

"Okay guys, welcome our newest team member" Spinneret said as he walked into the lab with MJ who was wearing a navy blue leather catsuit with silver protection o her forearms, shins and over her breasts while her long red hair pulled back and a mask on. "Say hello to the Dark Widow"

"Dark Widow?" Ghost Spider asked

"I'm the daughter of the Black Widow" Dark Widow said "But you may know me as Mary Jane Watson" she said smiling removing her mask

"What?" Agent venom asked

MJ is the daughter of the Black Widow, how?" Ghost Spider asked

"Cool" Cho said

"So what's the situation?" Spinneret asked "We can get identities out of the way when Spider-Man is back"

"Nowhere near good" Cho said

"So what do we have on this?" Spinneret said

* * *

"Sir, we have a name now" Coulson said as they ran up to Fury and handed him a file making the colonel frown

"Deckard Kaine, I figured he was going pop up one day, but I didn't think it would be this soon" Fury said

"Sir?" Coulson asked

"Get my transport ready, I need to debrief Spinneret and her team ASAP!" Fury shouted running down the halls

"Yes...sir" Coulson said as he pulled out his phone and started to dial a number

* * *

**G'day Guys Grizz here, with a new take on MJ being the daughter of Black Widow, not to mention the new villain Tarantula being linked to the Parker family and him catching Spider-man will cover one of the things I've had complaints about next chapter also the first appearence of Agent Phil Coulson and Quake (even though she's a cameo) Next time you'll find out more about the new villian**

**So until next time I'll catch you on the flipside**


	28. Kaine

"Spinneret, I'm headed for your location" Fury said

"What's going on Fury?" Spinneret asked

"We need to brief you about something" Fury said

"What?" Spinneret asked

"The man behind Spiderman's kidnapping" Fury said

"We'll be in ASAP" Spinneret said

"This is going to be tough" Fury said

* * *

Peter was looking through the pieces of metal, an idea forming in his head and luckily it was fairly easy to start it, thanks to the tools that were left here.

"Maybe this Tarantula guy isn't so bad after all" Peter said as he grabbed some heating tools and a hammer before going to work on a piece of an alloy which Peter made out of some titanium, steel and chrome he found. Looking at the clock he realised that two hours had already past and he was only getting to work on the upper torso of his new creation. It was then a flash of a quote appeared in his mind

'_I managed to build something to get out of harm in a cave with nothing but my wits, my ingenuity and some scrap metal!'_ the quote said

"It can't be" Peter said looking around until he found a sign that said 'Stark Industries Metal-works' "It is, so why hasn't Mr Stark shown up?" he asked looking around "I'm betting Tarantula did something in order to prevent him from finding out" Peter said as he picked up the hammer and started to mould the alloy into something that looked like body armour before cooling it off

"Interesting, I didn't think he would have gone with armour; but he hasn't built new webshooters yet" Tarantula said as he looked over a screen before turning to a computer which was logged into a school network, "Plus finding all of the rogue data that the Jackal hid in the school networks ins tiresome, I hope to have some fun with them once I've found what I'm looking for" he said before a frown set upon his face when he noticed that the Helicarrier hadn't moved, normally he wouldn't care, but that fact it was close to Parker Laboratories is what unnerved him, suddenly it dawned on him what was happening, Fury knows who he is"

* * *

"We're all here, so you want to tell us who is the one who kidnapped my little brother?" Spinneret asked

"He's name is Tarantula, but that is only a code name. He's real name is Deckard Kaine" Fury said

"Wait up, Deckard Kaine, he's the one who kidnapped Pete?" Aaron asked

"You know him?" Flash asked

"He's a scientist and engineer, but he's also a mercenary; or at least was a merc. He dropped off the RADAR years ago after SHIELD took down that AIM Base in the Himalayas. The scientific community figured he was killed in the explosion"

"Not teh Avengers' finest moment" MJ said

"It was a failsafe" Aaron said "Anyway he was pretty smart, he figured out things that only the top brains like Richards, Banner, Stark and Pym could figure out. Anyway he always the SHIELD science division but I can't figure out why" he said

"That was because of a member of that division, Agent Richard Parker"

"Dad?" Teresa asked "Why?"

"Because you see Deckard Kaine and Richard Parker were half brothers, sharing a father" Fury said

"What?" Teresa asked shocked

"No way" Aaron said "But it does make sense why he would join AIM, they have the biggest hat boner for SHIELD next to HYDRA"

"But why Spiderman?" Anya asked

"I think I know, Richard created Peter's gear" Gwen said

"That he did" Fury said "In fact it was the prototype for the next generation of SHIELD agent gear, but we changed our minds and approached Stark for some of his tech, Parker was disappointed at first until we took him on as an Agent of SHIELD heck even Stark agreed it would be good for him, but that is when Kaine made his move; he started by working in the science division to steal SHIELD's technical secrets and then sell them on the black market, AIM caught wind of him and paid him as a mercenary to steal SHIELD plans so they could destroy us, luckily Agent Parker discovered them early on and arrested his brother, who broke free and disappeared into the wind as it were" Fury said

"So what is he up to now?" Anya asked

"That is what we're dreading" Fury said

* * *

"There, I'm nearly done, all I have to do now is the webshooters" Peter said wiping the sweat off his brow. It wasn't the best but it would have to do for now; he also managed to etch a spider into the torso of the armour, so now he was working on something he could use akin to his webshooters, but nothing was working until he looked around and found a couple of old watches and some cartages of bio-cable. Peter was still stumped on how to get this to work, but he was on a time limit here and needed to get out of there so he could save Felicia, but he needed more information about this Tarantula. So he quickly started to get to work. Something was setting off his spider sense; but he didn't know what it was. Looking up at the clock he realised he had 10 hours left making him suddenly feel tired. "I'm not going to last"

* * *

"So how are we going to find them?" Harry asked as he prepared his gear

"Harry, slow down we need to think things through okay?" MJ asked

"Sorry MJ but Pete's our friend" Harry said "And right now he's in the claws of some Dr Hyde son of a bitch"

"Hey, that's my uncle you're talking about there" Spinneret said

"I know, heck I would say the same about my father" Harry said

"Or our brother" Gwen said

"Yeah" Harry said

"What are you guys talking about?" MJ asked

"Gabe; he is our half brother" Gwen said

"My dad, her mum" Harry said

"I see" MJ said

"Anyway we better figure out where he is" Aaron said

"Peter, I hope you're alright" Spinneret said

"He will be" MJ said

* * *

Peter looked up, he felt like he blacked out before getting up and looking around, on the table was a pair of makeshift web shooters; but he didn't remember building them, he looked around and noticed he had about six and a half hours left, meaning he had an hour and a half to get out of there and find Felicia. So he went over to the location where he had placed the costume he made which resembled armour while leaving gaps for the joint to move, the only thing that looked like his heroic persona was the mask he had on him, meaning Tarantula had left it there on purpose. So he quickly put everything together and looked for the exit

"Please don't fail me" he said firing one of the webshooters at the rafters and lifted himself up onto the roof. "Now to get out of here"

* * *

Arana was jumping rooftop to rooftop when her spider sense went off, she froze and looked around to see what triggered it. The only thing she could see was the harbour and the local area around her; meaning something was wrong at the docks so she quickly swung over there and looked around, she knew her spider sense was a bit stronger then Peter's but she didn't know why it was acting out until she discovered what was setting it off; there tied up and being suspended over the water was Black Cat

"FELICIA!" Arana said

"Oh dear, you're early to the party" Tarantula said grabbing her leg and smacking her into the nearest building before forcing his knee down onto her throat stopping her breathing while clawing at Tarantula's boot

"ARANA!" Scarlet Spider shouted as he jumped in and tried to kick Tarantula; only to get his costume sliced by a blade on Tarantula's elbow, Steel Spider then jumped into the fray, only to be grabbed by the neck and flung into Scarlet Spider. Steel Spider's mechanical legs stabbing at Tarantula, who quickly moved Arana into the path of it, making her scream  
"NO" the guys said before Tarantula threw her at Steel Spider

"I'm sorry" she said

"Easy" Scarlet Spider said as he lowered her to the ground

"Too bad, now Spider-Man will have the death of two of his friends on his conscious" Tarantula smirked before someone taped him on the shoulder before a fist was introduced to hsi face.

* * *

"Oh sorry I got to say surprise" Spider-Man said

"SPIDEY!" the heroes shouted

"SO you did escape but I must admit, I thought you would have escaped and reclaimed your gear, not escape with, with...I'm sorry but what the heck are you wearing?" Tarantula asked

"Spider-Armour" Spider-Man said "Isn't it obvious?"

"It's just so hodge-potch" Tarantula said

"Well you try and make something better with a building full of scrap" Spider-Man said

"Shit, I forgot I dumped you in the Stark Industries Metal-work" Tarantula scowled

"Give it up Deckard, you have no where you run" Spinneret said showing up

"Wait Deckard, as in Uncle Deckard?" Spider-man asked

"What are you wearing?" Spinneret asked

"Prototype Spider-Armour" Spider-Man said

"Okay, either way this is a family matter" Spinneret said

"So you two are going to take me on?" Tarantula said

"Three" Scarlet Spider said

"I know that those two belong two Rick, but who do you belong to" Tarantula said

"All you have to know is that I'm there family" Scarlet Spider said

"Ah, I know who you are now, Your Benjamin Reilly" Tarantula said before he was kicked in the head by Scarlet Spider before Spider-Man charged at him, which hurt thanks to the armour while Spinneret did a jump attack while Tarantula tried to attack with his armblade, thankfully Spider-Man's armour stopped the blade before he punched Tarantula in the stomach while Scarlet Spider webbed up his feet and pulled them out from under the villain straight onto Spinneret's knee

"What should I do?" Arana asked before trying to get up

"You do nothing, I've got the cat" Steel Spider said

"Go, quickly" Arana said watching the fight, she painfully moved her hand over her wounds and started to web them up, it should last long enough to get back to the lab so she could get patched up

"Where are you going?" Tarantula asked

"Away from here!" Spider-Man said flinging him into the nearest wall

* * *

"It ends here!" Spider-man said

"I couldn't agree more" Spinneret said "Slingshot?"

"Slingshot" Spider-Man said as they aimed their webs either side of Tarantula and ran back a bit before jumping into the air flinging themselves at Tarantula who suddenly vanished

"What happened?" Spinneret said

"He disappeared" Scarlet Spider said

"I'm not picking up anything" Steel Spider said

"It could only have been one person" Spider-Man said

"You have got to be kidding me" Spinneret said

"What the heck is snow globe head doing with that kind of asshole" Scarlet Spider said

"I don't know but it is not good whatever it is" Spiderman said

* * *

"While I appreciate you getting me out of there, I take it that your rescue of me doesn't come cheaply, Mysterio" Tarantula said

"No it does not" Mysterio said

"So what did you want?' Tarantula asked

"I want to work on something with you, something to end the spiders" Mysterio said

"And that would be?" Tarantula asked

"A combination of three things: My magic, your technology and the very nature of the world" Mysterio said

"You had my ear, now you have my attention" Tarantula smirked under his mask

* * *

**G'day Guys Grizz here So yeah Deckard Kaine is this story's take on Kaine Parker who is from the clone wars, like how I changed Ben Reily to a family member rather then a clone only because it will be a nightmare to do the cloning stuff not that I mind doing that kind fo stuff, but I wanted a new take on them. Also yeah the Spider-Armour one of the cooler looking being steel and black, now this could lead into the Iron Spider but at a later date. Now I'm also excited to annouce the next multi-parter Arc heavily inspired by Far From Home. That's right I'm doing a world elemental tour featuring Hydro-Man, Molten Man, Sandman, Cyclone and Electro! So look forward to that because after that arc will be the final chapters **

**So until next time I'll catch you on the flipside**


	29. Far From Home part 1

"So what is it you need of me?" Tarantula asked as he and Mysterio walked into a lab and looked around "Ah, the Infuser"

"Yes, without that my plans will not be able to come to fruition" Mysterio said

"And that is?" Tarantula asked

"To create Elementals and set them upon the world" Mysterio said

"You realise the SHIELD will send in the heroes right?" Tarantula said

"I do, but I'm going make it so only a certain team of heroes will be able to deal with them" Mysterio said

"The Spiders" Tarantula said "And how will you do that?"

"Oh trust me, it will be exciting when it happens" Mysterio said as they descended into the labs to see five men held captured

"And they are?" Tarantula asked

"The Elementals" Mysterio said

"Shall we begin" Tarantula asked

* * *

"A world tour?" Cindy asked

"Yes, the school has organised several locations where groups of students will be sent to" Dr Octavius said "Of your choice of course

"And where are they?" Miles asked

"Paris, Venice, Prague, London, Tokyo, Adelaide, Moscow, Beijing, Rio and Toronto" Octavius said shocking the student "Just kidding, it will Madrid"

"Madrid, seriously?" Anya asked happily

"Yes of course, now the groups will be made up of students from all classes in the school. Now that is all for now, since you're probably excited about this news I'll let the next lesson become a study hall so you came talk about it before we get into our science lesson" Octavius said smiling before he went over to his desk sat down and poured over several test he had to mark

* * *

"So where is everyone going?" Ben asked

"Madrid" Anya said

"Beijing sounds good, or maybe Tokyo" Cindy said

"I wouldn't mind being proposed in Paris" Gwen said

"Paris it is my lady" Harry smiled

"What about you Pete?" Flash asked

"They all sound cool to be honest" Peter said before he became serious

"What, what is it?" MJ asked as they all started to look around

"Spider sense right?" Anya asked

"Yeah" Peter said

"HEAR ME NEW YORK!" a loud voice boomed

"Mysterio" they all said as Gwen, MJ, Pete and Flash ducked outside. Octavius was up and looking out the window

* * *

"Where is he?" Dark Widow asked as she looked around

"I don't know" Agent venom said

"Over there!" Ghost Spider said

"I MYSTERIO LORD OF THE MYSTERIOUS" Mysterio shouted

"Serious?" Agent Venom asked

"I DECREE A CHALLENGE TO SPIDER-MAN AND HE'S TEAM. I HAVE CREATED FIVE ELEMENTAL WARRIORS AND HAVE DISPLACED THEM WORLDWIDE, NOW THEY WILL ONLY FIGHT THE SPIDERS; SO ANY CHANCE OF THE AVENGERS SAVING THE WORLD WILL BE IN VAIN" Mysterio said

"That's pretty clever" Spider-Man said

"Is it?" Dark Widow asked

"Think about it, if they set to a certain set of heroes then no one else could find them and stop them" Spider-Man said

"Which is what Fury thought" Spinneret said as she landed behind the heroes "Now, we're not going to let this go; MYSTERIO THIS IS SPINNERET THE TEAM'S LEADER WE'LL TAKE YOUR CHALLENGE!" she shouted

* * *

"Excellent" Tarantula said

"Uncle Deck" Spider-Man said

"So where are the Elementals?" Spinneret said calming the team down

"Venice, Prague, London, Tokyo and Madrid" Tarantula said

"Alright and what are the teams?" Spinneret said

"You decide on that, but know that failure for your team will result in the destruction of the city before the elementals move on" Tarantula said

"Very well, we'll figure something out, oh you have no problems with SHIELD providing technical assistance correct?" Spinneret asked

"No, in fact I was hoping you would call them in" Tarantula said "Until then" he said disappearing in a column of black smoke

"Come on we'll meet at the lab after you guys finish school today and figure things out" Spinneret said

"I think it would be safer in pairs" Oliver said

"But what pairs?" MJ asked

* * *

"I think it would only make sense to have the same pairing as the prom, only Ned is going to be left out" Peter said

"What about Cho, he's not a Spider" Cindy said

"He's on the team, so he's a spider" Peter said

"So who's going where?" Ben asked

"Anya and Miles will head to Madrid, Cindy and Cho you guys take Tokyo, Gwen and Harry will take Paris, MJ you and Flash hit Prague, Ben you and Oliver take London, me and Spinneret will be backup"

"Not this time Pete, Oliver you go with Anya and Miles to Madrid, I'll hit Tokyo with Cho and Cindy leaving London to you two, since I suspect that Mysterio will be there" Ben said

"Okay, I just hope we're not too late to stop him" Peter said

"Anyway, move out" Teresa said

* * *

"So I wonder who will be sent where" Mysterio said

"Remind me where you sent the Elementals" Tarantula asked

"Hydro-Man I've sent to Venice, Molten Man is in Tokyo, Cyclone is tearing up Madrid, Sandman is in Paris with Electro in London; whihc is where they'll send the Spider" Mysterio said

"You're hoping to take him on?" Tarantual asked

"Shouldn't I hope to?" Mysterio asked

"It's just that it seems that when you have victory assured you lose it, or it is taken from you" Tarantula said

"Anyway, they will not stop me this time" Mysterio said

* * *

"So this is Madrid huh?" Miles asked

"Yeah, it's not that bad" Anya said

"Any sign of the Elemental?" Miles asked

"Negative" Anya said as she used an updated version of the tracker that Spiderman used, it had been attuned to the energy wave length

"Do we even know which one it is?" Mile asked

"I have no clue" Anya said as the wind pick up

"SPIDERS!" a voice shouted making the two look behind them seeing a massive cloud

"I think we've found it" Anya said

"Suit up" Miles said as the pair became their spider hero forms

"We have to get him away from the civilians" Arana said

"You don't have to tell me twice" Kid Arachnid said as he launched a web at the air elemental

"So how do we beat a cyclone" Arana said before dodging debris from the storm

* * *

"Kid Arachnid has engaged with Wind Elemental" Aaron said

"Where?" Fury asked

"Not far from the airport, meaning they've been in Madrid for only ten minutes and they've run into their target" Aaron said

"I don't think that's coincidence" Fury said

"You think they're lying in wait" Aaron asked before he frowned and looked at some data "Either that or" he said before finding something. "THERE! How did I miss that?"

"Miss what" Fury said

"A known associate of Mysterio's. I'm going to try and find more to give our guys an edge" Aaron said

"Good idea" Fury said

* * *

"Watch Out" Kid Arachnid shouted as he pulled Arana out of the way with his web and held onto her before Cyclone swiped at the pair of spiders.

"We're on the back foot here since we've got nothing to beat him with" Arana said

"If he can be forced into a condense form then we can take him down" Kid Arachnid said

"And how are we going to do that?" Arana asked

"I think I have a way" Kid Arachnid said as he leapt into the air as Cyclone was heading for him. Smirking he became invisible making Cyclone confused

"Where are you spider?" the windy voice rasped out

"Right here!" Kid Arachnid shouted unleashing a venom blast inside the windstorm causing massive shocks before he dropped down as Cyclone became a more human like shape

"Got him" Arana said making a net out of her webbing and wrapped up Cyclone before he stretched out and roared at Arana who was startled and fell on the floor before the net she had wrapped around Cyclone had been thrown on her trapping her

"ARANA!" Kid Arachnid said as he tried to do a second Venom blast but he was dodged "I hate wind" he said colliding face first into the chest of Arana

"HEY!" Arana said

"Sorry" Kid Arachnid said as he was about to get up when he was thrown into a wall

"KID!" Arana shouted before she was whipped into the wall by the wind

* * *

"Ah, it seems that Cyclone is doing his best to squash a couple of spiders" Mysterio said

"I can see that Tarantula said as he looked over some information about a project he was working on

"And what is that?" Mysterio asked

"Something that will change the game forever" Tarantula said as he continued to work on it

"Anything I can help you with?" Mysterio asked

"Not at this point, just focus on the elementals" Tarantula said

"Very well, but you do realise that you'll need his help" Mysterio said

"And I'll ask for it when the time comes, but right now I need something from Frisk" Tarantula said

"Are you nuts?" Mysterio asked

"Not quite" Tarantula asked as he walked out

* * *

Arana and Kid Arachnid were back on their feet when they felt it, the rage of Cyclone coming towards them ripping up the environment as he was aiming to get them. Thinking quickly the two pulled themselves out of the way and landed back on the ground

"So got a plan?" Arana asked

"I already did" Kid Arachnid said

"Which didn't work" Arana said

"So what would?" Kid Arachnid said before the saw the Spanish flag fluttering

"That would work right?" Arana asked

"Si" Kid Arachnid said as they flew up to the Spanish flag, Arana saying a quick apology for what they were about to do, ripping it off the flagpole and using it to surrounded and contain Cyclone like a parcel while they covered the thing in webs. A hand shot out from between the gaps, only for it to be shocked back in by Kid Arachnid.

"Say cheese" Arana said as she took a selfie with Kid Arachnid and the captured Cyclone. It wasn't long before a SHILED team came along and detained Cyclone

"Nice work, now enjoy your vacation" Coulson said showing up

"Thank you sir" the two spiders saluted before they were swarmed by the locals

"This, this is the best part of the job" Kid Arachnid said

"I agree" Arana smiled giving her battle partner a high five.

* * *

**G'day Guys Grizz here time to go on a world tour with this set of chapters which will be adapting Far From Home Radical Spiderman style and as you can see the first one out of the gate is Cyclone who was the elemental that showed up when Mysterio's deception was revealed now I'm going to using locations from the movie with Tokyo and Madrid being used instead of Holland and Mexico with each elemental getting a team of spiders. Plus I'm setting things up for the finale of the fic which might be happening around chapter 40 **

**So until next time I'll catch you on the flipside**


	30. Far From Home part 2

"Oh shit" Aaron said

"What is it?" Fury asked

"We are Flash and MJ heading to Prague, but that was a goose egg"

"Then where is it?" Fury asked a little angry  
"Venice" Aaron said cursing that he had been tricked by Mysterio

"Okay, redirect the team there and make sure you have the rest of elementals correct" Fury said

"Yes sir" Aaron said bashfully

* * *

"Either Aikman screwed up or Mysterio screwed us up" Flash said

"Either way we have to be careful" MJ said as she used the scanner to look around

"Any sign of it?" Flash asked

"Not sure, why don't you ask" a voice said

"Who?" MJ said before jets of water knocked the two into the canals

"MJ" Flash said

"Flash" MJ said before she was pulled under

"MJ!" Flash shouted as he used his symbiote to get out of the canal and secretly turn into Agent Venom and shot a tendril into teh canal and sat down like he was fishing for somethin until he pulled MJ out. "You okay?" he asked

"Yeah, but I lost my Widow gear" MJ said as she coughed up any remaining water

"So we have to get your Widow gear; I'm going to leave you at a SHIELD safe house until I find it" Agent Venom said

"Are you sure?" MJ asked

"Yeah I am" Flash said

* * *

Soon the couple had discovered the Venice base of SHIELD, an agent quickly came out and helped Flash carry MJ inside

"Thanks" Flash said

"No problem, it was good think Fury thought ahead" the agent said

"I'm sorry who are you?" Agent venom asked

"I'm sorry, my name is Agent Dmitri Smerdyakov and I usually do deep undercover work" Dmitri said

"Why's that?" MJ asked

"Because I am a master of disguise" he said "But also that my brother cannot find me"

"Your brother?" Agent venom asked

"Sergei Kravinoff" Dmitri said

"Kraven the Hunter?" MJ said

"That madman is your brother?" Agent Venom said

"He is" Dmitri said before he looked at the water which was rippling

"What?" MJ asked as the teenager's attention was drawn to the water "That's not good"

"Geez, an enemy made out of water just found the safe house under the city where it can only be accessed by canal" Agent Venom said "You got anything that will work against water?"

"Such as?" Dmitri asked

"Ice or electricity" Agent Venom shouted before a massive watery fist rose up and threw itself at the three agents, making them fly back

"I have shock batons but they are with the rest of my gear" MJ said

"And we don't have anything capable of freezing water" Dmitri said

"Well, that's great" Agent Venom said as he webbed himself to the ground to stand against the water, only to be knocked off of his feet just as MJ was dragged into the water "NO!" he said before backing out

* * *

"Hey kid, hey wake up" a voice said

"Shut up and give me five more minutes" Agent Venom said as he sat up

"Okay then" Dmitri said "But he did get your girl"

"Don't mention that" Agent Venom asked before he got up and looked around

"So what now?" Dmitri asked

"Come on, we have to find her" Agent Venom asked

"But how?" Dmitri asked

"Just shut up and follow me" Agent Venom said as the two left the attacked safe house

* * *

"So where would you take someone you just captured and can turn your body into water?" Agent venom asked

"Probably under the canal" Dmitri said

"But MJ won't be able to breathe under there will she?" Agent venom asked

"I don't know" Dmitri said before Agent Venom fired a webline into the water, pulling out a duffle bag

"Dark Widow's gear, now that's one less thing we got to worry about" Agent Venom said  
"And what about that?" Dmitri asked seeing a massive watery fist rise up out of the canal and fly towards the two

"I'm going to break Mysterio's fishbowl over his head" Agent venom said grabbing Dmitri and hiding behind a wall just before water smashed into it "Watery asshole!" he shouted

"Are you seriously trying to piss that thing off" Dmitri said as he dove out of the way while Agent Venom leapt into the air and over Hydro-Man's fist landing behind the figure

"So how do we stop you" Agent Venom said

* * *

"Oh please wash this spider away" Mysterio said watching the fight between Hydro-Man and Agent Venom "I really hate that punk"

"Patience Mysterio, patience" Tarantula said

"And what do you have planned in case this whole plan goes the way of the dinosaurs?" Mysterio asked

"Oh I planned for that, don't worry about things" Tarantula said

"I know I shouldn't but I am concerned about this secret project of yours, and that you need something from Silvermane" Mysterio said

You have been spying on me have you?" Tarantula asked

"I tried, but you seem slipperier then a oil covered eel." Mysterio said

"Don't worry it isn't something you should be worried about" Tarantula said

"So what is our next move?" Mysterio asked

"We wait until Hydro Man has finished his mission" Tarantula said

* * *

Agent venom was jumping from rooftop to rooftop looking for MJ but something seemed off.

"You okay?" Dmitri asked

"Yeah something is throwing off my Spider-Sense" Agent venom said

"A jammer maybe?" Dmitri said

"Or Mysterio's powers are messing with it somehow" Agent venom asked

"More likely the jammer given he's working with Deckard Kane" Dmitri said

"So I take it Kaine's a major threat?" Agent Venom asked

"He is one of the smartest minds on the planet up there with Stark, Banner, Pym etc" Dmitri said "He even worked on the Chameleon generator prototype" Dmitri said

"Which does?" Agent venom asked

"It's a way for people to disguise themselves" Dmitri said

"That's not good" Agent Venom said "OVER THERE!" he shouted

"What?" Dmitri asked

"MJ, HOLD ON I'M COMING!" Agent Venom shouted as he leapt over to where MJ was being held, only to notice she was shaking her head. It was then he suddenly flipped out of the way of a surge of water "Asshole"

"Try and get your girl" Hydro Man said

"He speaks?!" Agent venom said

* * *

"He talks!" Aaron said

"Yeah, there was a report about Cyclone talking as well" Fury said

"Meaning they had to be someone" Aaron said as he looked through the database "Got him!"

"Well who is he?" Fury asked

"Lt. Morris Beach former Navy SEALs diver sir, looks like Mysterio is recruiting the best there is" Aaron said

"Or kidnapping them" Fury said

"You think Kaine is involved with this shit?" Aaron asked

"No doubt about it" Fury said as he walked out of the command centre.

* * *

"Didn't expect that" Agent venom said

"Then what about this?" Hydro Man snapped throwing a punch at Agent venom, who braced himself and shot webs at the ground.

"Thanks, I was getting thirsty" Agent Venom said as he threw a punch, only to go through Hydro Man "That was annoying. Oh well; Hey Puddle, I got to know, what it feels like to get stepped on by everyone" he taunted before jumping away. Dmitri saw this as an opening and grabbed the bag they were carrying with them before running over to MJ and freeing her

"Thanks" MJ said as she grabbed the bag and ran away. Dmitri then pulled out a rifle and headed for a rooftop and aimed at Hydro man before firing three shots at him, which did nothing. Hydro Man then turned to Dmitri who gulped before firing another round

* * *

"Okay AV what are we dealing with?" Dark Widow asked securing her ponytail before pulling up her mask. She looked across and saw her boyfriend fighting the massive mountain of water

"Hydro-Man, a giant composed of water, which means he's one of Mysterio's elementals" Agent venom said

"So still planning to use electricity and ice on the big guy?" Dark Widow said shooting out a cable to swing to the nearest rooftop

"Hopefully yeah" Agent venom said

"But I think I thought of something, what he's got a high purity level" Dark Widow said twirling her baton

"Have you seen this water, there's bound to be debris from the city meaning its full of minerals" Agent venom said

"Okay" Dark Widow said "We have to act fast"

"I'm not arguing" Agent Venom said scooping her up and placing in the bell tower.

"I don't think so" Hydro Man said as he turned his hand into a whip and threw it at Dark Widow, who braced herself behind a pillar while the water rushed past

"Any idea on how you're going to get the electricity to waterboy?" Agent venom asked

"I've got an idea" she said pulling out her grappling cable and connected it to her shock baton. "Think you can hold him off for awhile?"

"You got it honey" Agent venom said flipping out the tower and webzipping to the ground "HEY FISH PISS!"

"Oh that does it!" Hydro-Man said before swiping at the symbiote user as he jumped and dodged his attacks "HOLD STILL!" Hydro Man

"Sure" Agent Venom said

"Wait, you're up to something" Hydro-Man said

"Sure we are" Dark Widow said

"Wait WHAAaaaAAATTTTtT" Hydro-Man said as electricity surged through him as she landed and rolled straight into Agent Venom's arms as Hydro Man turned into a giant puddle

"This is Agent Smerdyakov calling for a containment unit" Dmitri said

* * *

"So how did he become an elemental?" Dark Widow asked

"I'm not sure, but I'm pretty sure Fitz-Simmons can figure it out" Coulson said

"So that's two down three to go" Agent venom said

"I have a bad feeling" Dark Widow said

"And that is?" Agent Venom asked

"That they'll be tougher to beat and eventually we'll have to face the last Elementals as well as Mysterio or Tarantula" MJ said

"That will not be good" Agent Venom said

"Then we have to keep our guard up" Coulson said as he departed with the Elemental before slipping on his shades.

"Now since we're here, how about we switch to our civilian forms and take a romantic gondola ride?" Flash asked

"Sound good" MJ said smiling

* * *

**G'day guys Grizz here, So as you can probably tell, I didn't pick up on an error in the last chapter which lead to the whole thing about them being screwed over, also I added in the Chameleon as the side character here because he was featured in Far From Home as teh bus driver to Prague. And I wanted these two to team since they are paired romantically and MJ is still new at this thing while adding the damsel trop which is kind of overused in media these days but it works here**

**So until next time I'll catch you on the flipside**


	31. Far From Home part 3

"I can't believe they left me behind" Oliver said fuming as the teams that had dealt with elementals met up

"Sorry man" Miles said

"Anyway we've dealt with Cyclone and Hydro-Man" Anya said

"Which means that Fire, Earth and Aether are left" MJ said

"And the cities being London, Tokyo and Paris" Flash said

"Hopefully the other teams are okay" Oliver said

"So where's the next one popping up?" Miles asked

"Take your pick" Aaron said activating a map

* * *

"This place is just" Gwen said

"Magical right?" Harry asked smiling

"Well given other circumstances" Gwen smiled leaning against Harry

"Maybe one day we'll come here together for something romantic" Harry blushed

"Harrison Osborne, are you potentially purposing to me" Gwen teased her boyfriend

"Maybe" Harry shrugged when they heard the alarms going off

"Isn't that?" Gwen asked as the two ran

* * *

"Not a bad haul" a man wearing a green striped shirt said as he dumped a vast array of jewels and gold into a duffle bag before he smashed open the nearest cash register. "I wonder how many dollars I can get from these here Francs" he said

"How about you put those back and come with us" Ghost Spider said appearing with Sky Knight, the two being shocked by who they were seeing

"You have got to be shitting me" the thief said

"Flint Marko?" Ghost Spider asked

"What are you doing here?" Sky Knight asked

"Oh, just going shopping" Flint said as he made his fist bigger and smashed Sky Knight into the ground before creating a morning star throwing it at Ghost Spider, who leapt out of the way just over a set of the weapons' spikes which made a hole in the stomach of her costume

"You okay?" Sky Knight asked

"Yeah, just grazed me" Ghost Spider said

"Anyway we have a bigger problem" Sky Knight said

"And what is that?" Ghost Spider asked

"He's gone" Sky Knight said

* * *

"Can we seriously talk about why Mysterio and Tarantula made Flint Marko of all people an elemental?" Harry asked

"They did what?" Fury asked

"So that's where he's been hiding" Aaron said getting a sharp glare from Fury "What he disappeared, at least we now know he's in Paris"

"So how do we tell with him?"

"Throw him in the river and hope he turns to mud" Aaron said

"We're not doing that" Gwen said

"Just in case he can control the mud as well" Harry said

"Yeah, didn't think of that" Aaron said before frowning as he saw something

"What is it?" Fury asked before looking at what Aaron "Wasn't expecting him"

"Nor I, question is what he is doing there" Aaron said

* * *

"So how should we approach this guy?" Sky Knight asked

"I have no idea" Ghost Spider said "But we have to keep him from the Seine"

"I have to admit, Aaron's plan does have some merit to it" Sky Knight said

"We'll leave that as a last resort" Ghost Spider said

"So what should we do then?" Sky Knight asked

"Did you notice what he use to change his hand into that weapon?" Ghost Spider asked

"No, what is it" Sky Knight said

"Sand, meaning that we can beat him using fire" Ghost Spider said

"Which I have plenty of" Sky Knight said pulling out a grenade and tossing it up and down

"So, there is something we should talk about that we haven't" Ghost Spider said

"Which is?" Sky Knight asked

"Our half brother" Ghost spider said

"Oh, him" Sky Knight said

"If what you said all those months ago is right the Gabe is our brother and that means he could take over Oscorp" Ghost Spider said

"And how would he do that?" Sky Knight asked

"What if he's working with Tarantula?" Ghost Spider asked

"I doubt that" Sky Knight said

"But what do we really know about him, about any of this. Heck we didn't even know about he shared genetics with us until earlier this year" Sky Knight said

"Anyway, we have to get back on track and find this guy" Ghost Spider said

"You're right" Sky Knight said as he held onto Ghost Spider before he flew away

* * *

"You done?" Sandman asked appearing out of nowhere as soon as the two hit the main street "I've been waiting here while you were flirting on the roof" he said increasing the size of his fist and smashed them into pavement below

"So this is what they feel like" Sky Knight said

"You better not be talking about that cartoon" Ghost Spider said

"So what if I am" Sky Knight said

"Can you two pay attention right here!" Sandman snapped making a sledgehammer out of sand and slamming it down where Sky Knight just was before he was air born. Looking around Sky Knight saw that Ghost Spider was being choked by the earth Elemental pinning her to the ground with his sand as he turned his other hand into a drill before he inched it closer to Ghost Spider's face. Thinking quickly Sky Knight slashed the air making a pumpkin bomb fly into his hand.

"Hands off" Sky Knight said rolling the grenade along the ground before it exploded into a bright flash of light enabling him to pull Ghost Spider free and up into the air.

"Thanks" Ghost Spider said coughing as air entered into her lungs.

"So what now?" Sky Knight asked as he drew his sword and activated its blade.

"We have to keep him from the civilians...uh oh" Ghost Spider said

"Uh oh, what's uh oh" Sky Knight said

"There's a sand castle building competition happening right now and with Sandman in town" Ghost Spider explained

"Oh that is not good" Sky Knight said as he saw Sandman walking towards the site for the competition "We have to stop him before he absorbs all of that sand"

"But how are we going to lead him away?" Ghost Spider asked

* * *

"Oh yeah, I've hit the jackpot, there's got to be a total of five tons of sand here" Sandman said as it started to fly into his hands.

"I don't think so" Ghost Spider said firing several web bullets at Sandman, which went through him "Oh that's great"

"Yeah it is" Sandman said making a giant whip of sand and sent ghost Spider flying making it easier for Sky Knight to blindside him, activating his wrist blade and slashing Sandman's neck making the sand scatter everywhere while he check Ghost Spider "That hurt you asshole" Sandman said as his head reformed

"oh goodie, he can regenerate, so that makes thing way more difficult for us" Sky Knight said

"And what are we going to do about that?" Ghost Spider asked

"Mud or Glass, those are the only way to beat him I guess" Sky Knight said

"And we have to do this before he draws in enough sand to grow as tall as the Eiffel Tower" Ghost Spider said

"Well I'm guessing he's already as tall as the Arc De Triomphe" Sky Knight said using his tech to scan the sand user to see how much sand he had absorbed "Luckily for us he's out of sand to draw into himself"

"So what should we do now?" Ghost Spider asked

"RUN, LITTLE BUGS!' a gigantic Sandman said shocking the two as he turned into a cloud of sand as they got out of there.

* * *

"he can't get us up here" Sky Knight said as they landed on the first level of the Eiffel Tower "You want a bite to eat"

"Seriously?" Ghost Spider said "At least we can take a breather

"Hello heroes" Sandman said making the two try and attack him, leading to Sky Knight being swatted to the ground and Ghost Spider drowning in sand

"NO GHOST!" Sky Knight shouted as he saw her struggling "No, please not her" he said looking away

"Harry" Ghost Spider said softly before all that was visible was her hand. Sandman started to cackle as he tried to finished the hero, hearing a beeping which ignited into a bright white light

"WHAT WAS THAT!" he shouted not noticing Ghost Spider being pulled out of his arm by a wire and a grappling hook.

* * *

Ghost Spider burst awake coughing as air rushed back into her lungs for the second time in that fight, the breeze on her face calmed her down...wait she could feel the wind on her face meaning her mask was gone

"Looking for this?" a voice asked as the pink and white mask was handed to she slipped it back on looking to see her rescued her

"Prowler?" Ghost Spider asked

"Sup" Prowler said

"What are you doing here?" she asked

"I was in the neighbourhood so I figured I'd help out" Prowler said

"Thanks" Ghost Spider said as Sky Knight and enveloped her in a hug

"You're okay" Sky Knight said

"I am, thanks to Prowler" Ghost Spider said

"Yo" Prowler said

"What are you doing here?" Sky Knight asked

"I'm on the class trip to Paris, what about you and Gwen?" Prowler asked

"Him" Ghost Spider said pointing a thumb at Sandman

"So who is he and what the heck is going on?" Prowler asked

"We'll explain later, but right now we could seriously use you help" Ghost Spider said

"Sure thing" Prowler said

* * *

"WHERE ARE THEY?" Sandman asked

"Hey Sandy, over here" Prowler laughed as he waved at him. "You know you gave the term beach bum a whole new definition" he said

"WHY YOU!" Sandman shouted before Ghost Spider burst through his arm and kicked him in the eye "OW" he shouted

"Over here you giant litter box" Sky Knight said as he skimmed the back of Sandman with his thrusters pointing behind him to create to long lines of glass, which fell off of the villain's back. Thankfully Ghost Spider webbed them before they could impact the ground and landed on the tower again. She then felt her spider sense go off as a grenade was thrown at her.

"toss it in his arm" Prowler said slapping his own arm

"Sure thing" Ghost Spider nodded swinging off before spiking the bomb into Sandman's right arm making it explode, turning the sand into particles of glass as it fell down

"Keep going, the more sand he loses the smaller he gets" Sky Knight shouted throwing several pumpkin bombs into Sandman exploding like fireworks of glass

"Then I'll finish him off" Prowler said

"And how are you going to do that" Ghost Spider said webbing up the stray glass shards

"I'll show you" Prowler said throwing some more grenades into the diminshing sand monster until he was back to normal size adn ran off.

"Adios" Prowler said firing a grappling hook to follow him.

* * *

"I got away, finally now to find some more sand" Marko said panting as he walked across an empty lot

"Yoo Hoo" Prowler said

"What do you want?" Sandman asked shift his hand into a hammer

"Oh nothing, but to tell you, Harden up princess" Prowler said as he kicked a mixer full of wet cement over, pouring its contents onto the Earth elemental sealing him away in cement "Ah what a beautiful French day, oh I smell fresh pastries"

"Seriously, you turned him into a statue?" Sky Knight asked

"Why not?" Prowler shrugged before SHIELD moved in

* * *

"So have you decided?" Gwen said as the three were enjoying some pastries from the observation deck of the Eiffel Tower

"About what?" Prowler asked

"Come on Hobie, you know what" Harry said "You joining our team"

"I said I would think about that didn't I?" Hobie asked fully removing his mask

"So, what's the answer?" Gwen asked

"Depends" Hobie said

"On what?" Gwen asked

"The team name; it's nothing goofy like Web Warriors or Team Spider right?" Hobie asked

"I believe we're called the Spider Force, even though we don't use it much" Gwen said

"Cool, I'm in" Hobie said smiling

"Welcome aboard" Harry said as they continue to munch on their pastries.

* * *

**G'day Guys Grizz here So this was an interesting chapter as originally Prowler was not going to be in it before I changed things up, plus Sandman was going to be the size of the entire Eiffel Tower, however I changed things to make this chapter a bit more fun then the last two of the Far From Home Saga since this one had a bit more quipping, not to mention some more about Gabriel Stacy whcih I don't think I've touched upon since the early days and he'll have some more to do in the fic before the ending**

**So until next time I'll catch you on the flipside**


	32. Far From Home part 4

"I got it" Ben said "Yeah I got it" he said before hanging up and overlooking the bright lights of Tokyo while Cindy was leaning the wall of the hotel they were staying at

"What was that?" Cindy asked

"Prowler's on board and the Earth Elemental has been dealt with" Ben said "So we've got the fire or electric elemental"

"Both of which we aren't prepped to take on" Cindy said rubbing her arms

"You okay?" Ben asked

"Yeah, just feel uneasy especially since I heard there is a massive gang war happening in Hong Kong at the moment" Cindy said

"Yeah, I heard the same, even heard a guy with glowing fists is over there as well trying to stop it"

"Sounds like something out of a comic book, say isn't it a touch stereotypical sending us here to Asia"

"You were the only ones who didn't have a location"

"What about London, we could have had London" Cho said

"Mysterio and Tarantula were always going to be in London which is why Pete's going there because he has the most experience out of all of us" Ben said

"Still, I wouldn't mind tangling with them" Cho said

"All you have is a Hulkbuster unit; something which wouldn't be all the useful in that kind of fight" Cindy said

"I know" Cho said before an explosion was heard

"What was that?" Cindy asked

"Suit up" Ben said seeing smoke coming from down the road

* * *

Once they got there they saw a massive battle had erupted, guns were blazing and a fiery monster roared while throwing molten metal

"I'm guessing that's the fire elemental" Silk said

"WHOA!" Hulkbuster said

"What is it?" Scarlet Spider asked

"The heat this guy is giving off, it 1500 degrees Celsius" Hulkbuster said

"Incredible" Scarlet Spider said

"Let's get him" Silk said firing her webbing at him, only for it to start to burn making her disconnect it

"Okay, so we need high heat resistant webbing" Scarlet Spider said

"Good luck with that" Hulkbuster said

"Can't you whip something up?" Silk asked

"I haven't studied the formula, and you use organic webbing Silk" Hulkbuster said "And I haven't updated the armour of this suit to handle high heat. So we're going to have to cut our losses and chat to SHIELD"

"Good idea" Scarlet Spider said

* * *

"Incredible" Aaron said

"What is?" Cindy asked as she was drying her hair after taking a shower to get the ash out of it

"The amount of heat this guy is generating, though given he's a fire elemental I'm not surprised; what I am surprised at is what he's body is composed of" Aaron said

"Which is?" Ben asked

"Molten steel, kept at the melting point with traces of Tantalum to make sure he has a physical form

"Why Tantalum?" Cindy asked

"Its melting point is about 3017 degree Celsius, twice as high as Steel" Cho said

"Exactly" Aaron said "But I'm not sure how its keeping heated but rapid cooling should solidify the steel making it easier to capture"

"And how are we going to do that?" Ben asked

"I don't know, water maybe" Aaron said

"That's ingenious" Cindy said

"I'm sorry but until I can send the cryo-upgrade you're on your own" Aaron said ending the call

"That is not good" Ben said

* * *

"So how are we going to beat a monster of molten metal who can throw fireballs?" Scarlet Spider said as he was swinging around the city, doing tricks and flips for the crowds of Tokyo before landing on the side of a building and sighed before looking at the stars "the others probably had a better time than we are because they could approach their targets" he said before looking at his webshooter and thought about how he could use it to defeat the fire elemental, but nothing came to mind

"You okay?" Silk asked landing next to him

"yeah, just trying to figure things out" he said looking at the sky

"Well the upgrades should be here soon" Silk said before wiping some sweat off her brow making her pause "Which is too slow since he's here"

"What?" Scarlet Spider asked looking around "Where

"I can sense him, but I can't see him" Silk said

"This is not good" Scarlet Spider said

"What you go, you walking pile of tex mex chilli?" Hulkbuster asked as he stepped up and looked for a way top cool him down enough to start attacking him, only to be blasted by molten steel

"CHO!" Silk shouted

"I'm fine, but you two should get out of here" Cho said

"Why, you're suit was made to take on the hulk, not a volcano" Scarlet Spider

"I'm still behind metal it won't melt as easier as flesh!" Cho said "So GO!"

"No, you'll be baked alive" Silk said

"Surprisingly this thing has Aircon so it will keep me cooler a bit longer" Cho said

"Why would it have that?" Silk asked

"The Hulk was known to wander around the deserts!" Cho said before he block a ball of molten metal "Just GO!"

"Come on" Scarlet Spider said before the two webslinger got out of there "We'll be back man" he said

"I'll be waiting" Cho said "Maxing out cooling unit and increasing the heat shield should give me...ten minutes" Cho said smiling sadly "You know I never got to meet Hiro Hamada; he would be a pretty cool guy"

* * *

"You know Cho's not going to last long" Silk said

"I know, but what else are we going to do?" Scarlet Spider asked as he wanted to punch a wall "Not like we can get any help now"

"Hello" a voice said as a drone appeared, "Geez you guy look depressed" Aaron said as the drone placed a box down which opened up to reveal a pair of new looking webshooter

"Please tell me that these are" Scarlet Spider said

"Yep, fireproof and also contain cryo webbing for extinguishing them, I've sent another drone to equip the Hulkbuster with a Freon launcher" Aaron said

"Okay, we'll head over there now" Scarlet Spider said as he swung off

"Thank you" Silk said leaving as well to help face down

* * *

"Hull integrity at 10%" the suit said

"Just put it on the screen and stop telling me!" Cho shouted "And divert cooling to the outer shell"

"Warning total hull failure in 55 seconds" the computer said

"That's not good" Cho said before he heard stomping on his armour "HEY!

"CHO!" Scarlet Spider said as he aimed "Got something for you"

"Thanks" Cho said as the new equipment was connected and he started to activate the system "Looks like its cooling my suit down as well"

"Good, now we can take him down" Scarlet Spider said

"But question is how?" Silk asked as her spider sense went off

* * *

"Oh look the heroes are here" a voice said making them all look up

"MYSTERIO!" they all shouted

"What are you doing here?" Scarlet Spider asked

"Dinner and a show of course, I tell you the only place where you can get the best Takoyaki is here in Japan, in fact it's a little mum and pop store just down the road from here; the one with the blue lantern hanging out the front if you survive long enough to try it" Mysterio said

"Thanks for telling us" Scarlet Spider said as he switched to the new webbing Aaron gave him and shot some of the cold webbing at the fire monster, making the monster roar in pain

"It worked" Silk said

"We'll handle the big guy, Silk get everyone out the arena" Scarlet Spider said

"What about bowl head" Cho asked standing his armour back up

"He's gone" Scarlet Spider said

* * *

"Intriguing, they managed to get that done fast; but I wonder how" Tarantula pondered as he looked around his small lab

"I can think of only one person" Mysterio said entering the room

"Aaron Aikman, Rick's student; he was an undergraduate. Now he's working with the Spiders" Tarantula said

"So what should we do?" Mysterio said

"Don't worry I will deal with him in time; but for now just focus on drawing the last two spider's attention" Tarantula said "Then I'll obtain the final piece we need, while dealing with their operative"

"What about those who have defeated their elementals?" Mysterio asked

"I am guessing they are still over there in case they need to help their leader out" Tarantula said walking into a shadowed room

"This will be fun" Mysterio said

* * *

"Eat cold asshole" Cho said firing a blast of frigid Freon at the Fire elemental who they had dubbed Molten Man due to his body being composed of Molten metal. Silk felt her spider sense go off as a bit of the metal hit a car, she acted fast and pulled the people nearby away from the car as the heat hit the fuel making it explode. Cho acted quickly and shielded Silk while the blast washed over them

"This is getting out of hand, we need to find a way to cool him down" Scarlet Spider said before Cho spotted something

"There's a water main, which leads over there, if I can create a spout then we can cool him off for good" Cho said

"Do it" Scarlet Spider said before aiming at the monster's feet and firing his cryo web bullets making Molten Man's feet cool down "NOW!" he shouted before Cho created a spout to redirect the water at Molten Man, who saw this and threw up some molten metal at the spout melting it so the water just went up into the air.

"Great now what?" Cho asked

"How about we give him a shower" Silk said

"How?" Scarlet Spider asked

"You'll see" Silk said

* * *

"This is not a good idea" Cho said as he walked as Silk stood out in the open

"What other choice do we have?" Scarlet Spider said

"A lot" Cho said

"Just shut up" Scarlet Spider said as Molten Man came at Silk

"Hey Big boy" she winked

"Now!" Scarlet Spider said as Cho used his machine to break an underground water pipe making a geyser of water shot out of the ground covering Molten man making him cool down releasing steam and screaming in pain while reaching out for Silk who walked backward until the hand stopped moving turning him in a statue of cooled metal.

"That worked" Scarlet Spider said as Cho started to replace the pipe and fix it so the water still flowed. Soon a SHIELD operations team arrived

"Good work" Maria Hill said "That's four out of five" Hill said

"Now I take it the rest of the team is on board?" Ben asked lowering his mask, once they were out of sight of the public

"All but your science buddy; he had to head back to his lab for something" Hill said

"Okay, but we have to head to London otherwise Spidey is a goner and so is Spinneret" Scarlet Spider said

"I agree, and we're already heading there" Hill said

* * *

Meanwhile in his lab Aaron was looking for something which was causing him to panic until he found the drive and took it over to a workbench where he was about to destroy it

"So that is where he hid it" Tarantula said as he walked over and picked up the drive "This was something Richard was scared of fully realizing, but where he failed I will succeed"

"Yeah about that" Aaron said smirking as he pour liquid nitrogen over the drive freezing it

"NO!" Tarantula said as Aaron smashed the drive with a hammer

"You lose" Aaron smirked before he felt something...odd

"No, you do" Tarantula said removing a blade from Aaron's stomach "You have five minute until its game over. IU suggest you stop the bleeding before you stop permanently" he said walking out of the lab

"Asshole" Aaron coughed as his vision darkened.

* * *

**G'day Guys Grizz here that is four out of five with the hothead down, but unfortunately they've lost tech guy thanks to Tarantula; now for some behind the scenes things I did have a lot planned but it was hard to pick out what to write so this is the version we got for the fight, sorry if it wasn't thrilling or anything like that, but the next chapter so be spectacular! Not to mention Sony once again has done something that made me changed my plans specifically for after the Far From Home arc.**

**So until next time I'll catch you on the flipside**


	33. Far From Home part 5

"Are you sure about this?" Spinneret asked as she and Peter were on a SHIELD transport bound for London where the last Elemental and Mysterio would be, but something had Peter on edge and he didn't know what it was, but something wasn't right

"Yeah I am, but we have to be smart about this, because I don't know what Mysterio has up his sleeves" Spiderman said

"Agreed" Spinneret said

"But something is bothering me, and that is the elementals themselves, how did Mysterio make them and how is controlling them now?" Spiderman asked

"I have no idea" Spinneret said "But we'll find out"

* * *

"They're here" Mysterio said as he swished his cape and turned to a man wearing a green suit "Time to unleash my strongest elemental: Electro!" he said as he turned to his target: the Tower of London. "I don't know why Tarantula wants something from this location" Mysterio said

"Too bad you're not going to find out" Spinneret said as she and her brother landed on the ground, only to jump away as a bolt of lightning

"So we now know what element he is" Spiderman said

"Yeah, electric" Spinneret said

"Thankfully we planned for this" Spiderman said

"Did we?"Spinneret said

"We made insulated gear that can be deployed at a moment's notice"

"Too bad you won't be able to call out" Mysterio said as he covered the area in green mist

"This again" Spiderman said "Don't think it's going to work on me this time" he said jumping through the mist

* * *

Upon landing Spiderman saw that he had landed in snow

"This is new" he said before the world tilted and he fell forward, only to hit a wall of glass. "What?" he asked before realising he was in a snow globe based on London "Quit playing games Mysterio"

"Games, huh tell me Spiderman what kind of games do you like?" Mysterio jeered as the snow suddenly whipped itself up before suddenly disappearing making Spiderman look around as he was now standing on a black and white checker floor "Pawn to Spider" Mysterio said as a massive pawn appeared and tried to squash Spiderman, who landed on the pawn and looked around to see various chess pieces were facing him

"Trying to put me in check huh?" Spiderman asked as he jumped onto a rook and looked around as a Bishop came speeding at it. "Not good" he said as the Bishop crashed into the rook sending to the ground, which broke apart underneath Spiderman making him fall into an endless abyss. Spiderman closed his eyes and focused on what his spider sense was saying "NOW!" he said a she fired a webline into the air and swung back up the way he came, only to be tangled in an acid green web "What?"

"A spider in a web, oh what join, but I never thought you would be stuck in here" Mysterio laughed

"HEY Spinneret, I need a hand over here" Spiderman cried out

* * *

"Huh?" Spinneret said looking over to see her brother tangled in his own web "How? how did that happen?" she asked as she jumped over to Spiderman, only to have Electro flash in her face and try and shock her only, luckily Spinneret used her reflexes to barley dodge. She looked up to see Electro floating in mid hair, his scars that looked like bolts of lightning were lit up bright yellow. "So how did you get those electric powers?" she asked as she leapt up into the air and glared at the elemental

"You'll have to beat me to find out" Electro said as the metal studs on his green jacket sprang up to form conductors allowing him to draw in power from the nearby lights to shoot a large bolt at Spinneret

"How are you holding on there, Spiderman?" Spinneret asked

"JUST PEACHY!" Spiderman shouted before he was nearly blasted by lightning

"Oh little spiders shouldn't be playing in the middle of a storm" Mysterio said floating on a green cloud. "Ready for another game?"

"Yeah, I am" Spiderman said as he fired a webline at Mysterio and yanked him to the ground before using his strength to rip himself free of his web and landed on the ground "Why are you even here?" he asked

"The crown jewels, I need them to help Tarantula, and don't ask me what" Mysterio said

"And how are you going to get them out of here?" Spiderman asked

"Why don't you figure that out" Mysterio said making his cloud expand

"Not again" Spiderman said getting out of them before he was struck in the back by a lightning bolt

"Where is that insulated gear?" Spinneret asked helping her brother up

"I'm not sure" Spiderman said and he looked to see Electro as he gathered electricity

"Anyway, we have to beat him first" Spinneret said

* * *

"Where is their gear?" Flash asked

"What do you mean" Fury said

"Aaron was working on specialised gear that would stop them for being blasted by Electro" Flash said

"And it should have been there before them" Cindy said

"I'll go and check on Aaron" Anya said

"I'll go with you" Miles said

"Hurry up, they need that equipment and soon" Fury said as he watched the fight as the two swung away

* * *

"On your left" Spinneret said as she and Spiderman dodged another blast of lightning

"This guy is seriously getting on my last nerve" Spiderman said firing some webbing at Electro, only for it to burn due to the electricity that Electro was giving off

"We need to insulate our webbing" Spinneret said

"And you know how to do that?" Spiderman asked

"We were going to have some gear to deal with that" Spiderman said before he looked around. "I think I have an idea" he said

"Which is?" Spinneret said

"Follow my lead" Spiderman said getting above Electro with his sister

"Now what?" Spinneret asked

"Kick him" Spiderman said

"What" Spinneret said

"Stomp him with the rubber soles of your boots" Spiderman said

"Okay then" Spinneret said as she followed her brother's lead and smashing Electro to the ground. Spiderman then leapt over Electro and wshot weblines into his back before making it so he would land in the water

"You're short circuiting him?" Spinneret asked

"Yeah" Spiderman said "Come on"

"Oh right, fishbowl head" Spinneret said

* * *

"Ah there they are, the diamonds Tarantula need, the Cullinan I and the Cullinan II, plus the Koh-i-noor. With these he's plans will be realised; now I have to make a withdrawal from the Royal Mint" Mysterio chortled "but sadly I have to exchange the British Pound into US Dollars"

"Too bad you won't get the chance" Spiderman said

"WHAT!" Mysterio said "How did you beat my elemental?"

"Water and electricity don't mix" Spiderman said

"but you seriously don't think that you'll be able to beat me so easily" Mystiero said as two more of him appeared and then two more of those two appeared

"Holographic duplicates?" Spinneret asked confused

"Not cool" Spiderman said as several green clouds appeared

"Remember he does have limited mystical abilities" Spinneret said

"Since when?" Spiderman asked

"Since always" Spinneret said as a duplicate attacked

"Like that would work" Spiderman said as one of the duplicates smacked Spiderman in the face making him stumble. Shooting a webline at them, only for it to pass through them. "Okay then" Spiderman said as he turned his mask backwards and exhaled as he focused on his spider sense as he ducked and weaved in between the duplicate's attacks while Spinneret was just watching before shrugging and doing the same thing. But each time they attacked the duplicates they multiplied.

"We have to find the original Mysterio" Spinneret said

"Okay" Spiderman said bringing up his tracer program "I got him!"

* * *

"Finally" Mysterio said as he shoved some more money into a bag and flung it through a portal before filling another one and threw it at the portal, only it didn't make it through as Spiderman shot a webline out and caught before using it to smack Mysterio in the face knocking him down into the vault

"You are tyring my patience Spider" Mysterio said

"Well you are a nuisance yourself, every since you used illusions to change the Statue of Liberty" Spiderman said "So no more playing around"

"Then play nice with him" Mysterio said before lightning appeared inside the room as Electro walked in with his hands out generating electricity before shooting Spiderman, who flipped over the electrokinetic just as released a wave of power making Spiderman dodge it

'How am I going to stop him?' Spiderman thought before he saw Mysterio was looking around. He formed a plan in mind before he landed "HEY SPARKPLUG!" he shouted

"You're dead spider" Electro said before he was fired at by Electro. "HOLD STILL!"

"Miss me, nope over here, wow you suck at aiming, missed me, missed me again; come on I'm standing still" Spider taunted as he dodged all of Electro's attacked before a beam of green nearly hit him "you're almost as bad as him" Spiderman said as he landed in the middle as the two villains as they fired their blasts of energy at the wallcrawler, who then jumped onto the roof as the beams of energy continued their paths and struck the other ends pushing the villains back "That worked?" he asked confused as the room turned into a massive thundercloud, he couldn't even see the ground

* * *

"Dodge this SPIDER!" Mysterio said as he formed out of lightning and clouds. Spiderman quickly jumped, only to start floating "So you doubt my mystic might huh?" Mysterio taunted before gold lightning struck Spiderman forcing him to tumble like a sock in a dryer while Mysterio's booming laughter sounded in the background, getting louder with each lightning strike. Soon Spiderman could move due to the pain from all of the lightning in the air before he felt solid ground before he saw the cloudy Mysterio holding his hands as if they had strings connecting to him. lifting a finger jerked Spiderman's up until he was standing up and saw a massive spear like lightning bolt

"HEY JACKASS!" Spinneret shouted as the thundercloud and lightning disappeared as Spinneret had grabbed Mysterio by the front of his cape "No one screws with my brother" she said rearing her fist back and threw a punch into his helmet making him stumble back as Spiderman had gotten back up, grabbed the illusionist by the top of the helmet and smacked him into the ground breaking the glass orb

"NO" Mysterio's sound said, now having a bit of a nerdier tone to it.

"get up" Spinneret said

"You may have beaten me, but you will never win against him" Mysterio said

"Beck, SHUT UP!" Spiderman said webbing his mouth shut

"Good work little bro" Spinneret said

* * *

"And that is the last of them" Spiderman said as Electro was placed in a special restraint by a SHIELD Team

"Yes, and don't worry we'll have Dr Strange look at the elementals, and we've developed a special cell for Beck" Coulson said "But I'm afraid that there is another drastic matter to attend to" he said

"What is it?" Spinneret asked

"I'm sorry Agent Parker, but Dr Aikman was found dead" Coulson said

"When?" Spiderman asked

"A while ago, turns out he was impaled and left to bleed out. I'm sorry" Coulson said as Teresa removed her mask and collapsed into her brother's arm wailing. Spiderman quickly moved in and comforted his sister before looking over at Mysterio glaring at him

"Tarantula, you'll pay for this" he snarled.

* * *

**G'day Guys Grizz here sorry for the wait, I've been doing other stuff and trying to stay chill during the pandemic. Nonetheless this marks the end of the Far from Home saga with Mysterio finally being defeated; but at what cost. Now as I have said previously my plans for the next couple of chapters have changed from being about Black Cat and Hammerhead to something else which I hop you find just as entertaining and the diamonds will show up again when I do Tarantula's master plan**

**So until next time I'll catch you on the flipside**


	34. Morbius Rising

"Man, poor Aaron" Ben said as he was webswinging around the city trying to take his mind off of what happened with Aaron and Mysterio. Fury was still looking into what had happened, but the spiders knew what had happened. Tarantula had shown up and murdered Aaron to protect whatever he was working on. But that was all he needed to know at this point in time, so to take his mind off of it he was just swinging around New York enjoying the lights and sound of the people they regularly saved. Anyway he was about to swing over and climb up onto the roof of the Bugle when his spider sense went off "What?" he asked when something suddenly appeared and roared at him "WHOA! What was that?" he asked before he looked around to see nothing there. "What was that?" Ben asked removing his mask

* * *

"Hey you okay?" Peter asked as he saw his sister curled up into a ball with tears streaking her face

"No" Teresa asked

"I'm sorry, I know you two were close" Peter said hugging her

"I was going to ask him out" Teresa said

"I knew he was going to do the same thing" Peter said "He had a crush on you"

"We were old friends" Teresa said still looking blue as the communication alert went off "What's going on?

"It's Ben" Peter said "What's up?"

"Oh there's some big ass monster thing loose in the NYC!" Ben shouted

"Monster thing?" Peter asked as Teresa joined him wiping her eyes

"Yeah, think like the thing from the black lagoon, or a living shadow" Ben said

"Dude's been hitting the monster movies a bit too much" Peter muttered

"Ben, the thing from the black lagoon lives out in the Bayou and a living shadow in a well lit city?" Teresa asked

"I'm just saying it seemed like a living shadow, I didn't get a good look at it" Ben said

"Okay I'll tell the others" Teresa said as she walked off.

"How is she doing?" Ben asked

"Not good" Peter said

* * *

"A monster, it's not even Halloween yet" Arana said

"I know, but Ben said he saw a monster so we're going monster hunting" Silk said

"So what do you think it is?" Arana asked

"Girls, enough with the chatter" Ghost Spider said as was upside down

"Sorry" the other two said before their spider senses went off

"Silk, where is it?" Ghost Spider said

"Up" Silk said as the three spider girls ascended to the roof.

"No one's here" ghost Spider said

"Then who is that?" Arana asked

"I have no idea" Silk said "hello" she said before the figure turned to them shocking them with his snow white skin, elf like ears and up-turned nose

"Good evening" he said in a raspy voice

"Nope" Arana said as the three took off as the figure hissed and took flight after them.

"What is that thing?" Silk asked before the landed on the wall of a building looking for what was chasing

"Where is it?" Arana asked

"I can't see it" Ghost Spider said

"Maybe it left" Arana panted

"No, it's still here" Silk said "ABOVE US!" she shouted as the monster hissed at them

"MOVE!" Ghost Spider said before the monster chased after them again "SPLIT UP!" she shouted before the monster got in front of them

"Oh no" Arana said before a blur of black and red intercepted the monster.

* * *

"What up girls?" Kid Arachnid said

"Arachnid Look out!" Ghost Spider said

"Why?" Kid Arachnid said before he was grabbed by the monster and thrown to the side. "Oh that's why" he said getting up and webbing the monster to pull him away from the girls, only for it turn ton on him and his at him

"Arachnid, get out of there now!" Ghost Spider shouted

"Not yet" Arachnid said as the monster grabbed his throat and lifted him into the air making his legs dangle

"NO!" the girls shouted

"Yo ugly" Kid Arachnid said grabbing the monster's shoulder. "Hey" he said smoothly as he used his venom shock to knock the monster back, which didn't work much making the monster hiss

"That didn't work did it?" Ghost Spider said

"Nope" Kid Arachnid said "What is this thing?"

"We have no idea" Arana said

"it looks like some kind of human-bat hybrid" Ghost Spider said

"Where's Spidey, he might have a better idea as to what this thing is" Arana said

"I'll try and get this thing to follow me while you try and a hold of Spidey" Ghost Spider said

"Wait what?" Kid Arachnid said shocked

"Just do it" Ghost Spider said "HEY UGLY!" she shouted

"Should we?" Arana asked

"Yeah, but I'm going to get some heavy reinforcements" Kid Arachnid said slinging away

"Oh come on" Arana said swinging off

* * *

"So if I was a living shadow monster, where would I be?" Spiderman asked as he looked around as he landed on a roof before he heard something behind him "Ghost Spider are you okay?"

"Not quite" Ghost Spider said

"Why is that, oh no you lead the monster here didn't you?" he asked

"Yeah sorry" Ghost Spider said

"So where is it?" Spiderman asked before a hissing was heard making the two spiders turn around "YOU HAVE GOT TO BE SHITTING ME!"

"What?" Ghost Spider asked

"Its a Vampire!" Spiderman said

"Are you sure?" Ghost Spider asked

"No, I just think that because of the sparkly skin, of course I am!" Spiderman said

"Where did it come from?" Ghost Spider asked

"Does it look like I have a clue!?" Spiderman exclaimed before the vampire tried to swipe at them "We have to move now!" he shouted as the two jumped off the building they were on

"Hey look a pizzeria" Ghost Spider said

"So?" Spiderman asked

"Um...Garlic; Vampires hate the stuff" Ghost Spider said

"What are you waiting for?" Spiderman asked as Ghost Spider dove down to the pizzeria, only for the vampire to smash Spiderman against the wall and roar in his face "Not good" he said before something ripped the vampire off of him

* * *

"Hands off" Venom said throwing the vampire away before pulling Spiderman onto the roof

"Thanks Venom" Spiderman said

"What are you doing?" Venom asked

"Stopping that vampire" Spiderman said

"Vampire?" Venom asked as the monster stood back up and rolled his shoulder before bearing his fangs "Where did he come from?"

"I have no idea" Spiderman said as the vampire came charging at them

"Out of my way foul creature" the vampire said knocking Venom aside

"WHOA!" Spiderman said as the vampire charged at him, but it stopped when Ghost Spider jumped in holding a piece of garlic bread in her mouth smiling before the Vampire took the rest of the garlic bread and shoved it in his mouth and swallowed it

"Ah delicious, but now I need to wash it down with something" the vampire said

"It talks, since when can it talk?" Ghost Spider said as she flipped backwards

"I have no idea" Spiderman said "But who cars, RUN!" he shouted as the two got out of there, only to be stopped by the creature "Oh shit"

"You smell simply ravishing" he said opening his mouth to reveal his fangs

* * *

"LEAVE THEM ALONE!" Spinneret said landing before kicking him in the face, "MOVE!" she shouted before trying to kick the vampire again, what didn't go to plan was that the Vampire grabbed her leg and pushed it away before putting her in a chokehold

"SPINNERET!" Spiderman said

"Let her go" Ghost Spider said running at the creature who smirked and hissed before biting her neck

"NO!" Spiderman said as he switched his webshooter to fire web bullets as Ghost Spider grabbed Spinneret "Get her out of here"

"You go as well" Venom said as he showed up to shoulder charge the vampire

"Thanks Venom" Spiderman said as the three spiders swung away, Venom smiled before becoming serious

"Okay Bloodsucker, we would be very happy if you tell us who you are" Venom said

"You can pry it from my fangs" the vampire said hissing as he ran at Venom who roared an did the same

* * *

"What are we dealing with?" Harry said as he, MJ and Anya ran in

"The walking dead" Gwen said

"Come again?" Anya asked shocked

"A vampire, we're dealing with a vampire, and he's bitten Teresa" Spiderman said drawing some blood

"Okay I'll get the sample analysed" Harry said before pausing "I wish Aaron was here"

"Me too man, me too" Spiderman said before he got an idea "I'm going to see someone"

"Who?" Gwen asked

"A scientist" Spiderman said

"Meanwhile we try and get Teresa back on her feet" Harry said

"Good news, just from a preliminary glance it seems that whatever gave her powers is slowing down an infection" Anya said

"It's trying to turn her" Gwen said

"It does look like it" Anya said

"Come on Pete, hurry" MJ said

* * *

"So I was just sitting there marking some reports when suddenly I was marking a recipe for a red velvet cake" Otto said as he was using a tentacle to move a chess piece which was inside Lizard's habitat at the zoo

"So what did you do?" Lizard asked making a move

"Good move" Otto said before frowning "Who's there?" he asked before he used his tentacles to look around

"Wait" Lizard said "Spiderman?" he asked as Spiderman dropped to the ground

"I need your help" Spiderman said

"What's wrong?" Otto asked

"A vampire just bit my sister" Spiderman said

"Vampire?" Lizard asked

"IT couldn't be could it?" Otto asked

"What" Spiderman said

"This Vampire of your, I think it could be a colleague of ours, one who went missing in Romania" Otto said "Which is famous for its Vampire mythology what with Dracula"

"So who was this colleague?" Spiderman asked

"Michael Morbius, he was a Nobel winning Biologist who specialised in human and animal biology" Lizard said

"And he was working on something that would cure him of a rare blood disorder; only it appears that it gave him an even worse affliction" Otto said

"No" Spiderman said

* * *

**G'day Guys Grizz here so originally this was going to be a bit of a story arc with Hammerhead and Black Cat, then the trailer for Morbius dropped and I decided to do a story featuring Morbius, now I not the biggest hand of horror so I apologise if this arc isn't scary as one was expecting since it features a Vampire, now I'm not sure if I'm going to feature Blade as a cameo or not but I might, not sure I'll figure it out before I start writing the next one for three months**

**So until next time I'll catch you on the flipside**


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